S/O (LATE) MR. OM PRAKASH MISHRA, vs WIPRO LIMITED

11. According to the plaintiff, the termination of the plaintiff by the defendant, executed under the guise of contractual provisions, was marred by defamatory assertions that lack any basis. It is also contended that the defendant‟s conduct is indicative of a deliberate disregard for the principles of natural justice and contractual fairness, thereby Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 4 entitling him to seek a redressal for the injuries caused to his reputation and livelihood.

12. He places reliance on the decision of this Court in SP Sharma v. IFCI Ltd.1, Himanshu Bhatt v. Indian Railway Catering and Tourism Corporation2, Shobhna Bhartia v. State of NCT of Delhi3, and the decision of the Court of England and Wales in Drummond -Jackson v. British Medical Association4.

13. Per Contra, Mr. Mandeep Singh Vinaik, learned counsel appearing for the defendant, contends that the plaint does not disclose any cause of action and must be dismissed on this ground alone. In addition, it is also contended that the plaintiff has failed to establish any instance of offending statements being broadcast or transmitted to members of the public or any person other than the plaintiff himself.

14. Learned counsel further submits that the plaintiff was employed with the defendant as a Principal Consultant, which is a senior, creative, and managerial position that demanded highly creative and original work. However, the plaintiff, according to learned counsel, instead of focusing on his professional duties and honoring his commitment to the employer, was more invested in his self-styled identity as a “Crusader for Social Change”, engaging in activities unrelated to his work. Learned counsel avers that the plaintiff himself admitted to his inability 12015 SCC OnLine Del 11311 22015 SCC OnLine Del 12393 32007 SCC OnLine Del 1301 4 1970 1 (WLR) 688 Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 5 to discharge his professional duties in an email to Mr. Ajay Nahar, with a copy marked to his Reporting Manager, Mr. Shri Dhar. In this communication, according learned counsel, the plaintiff acknowledged that he felt he did not fit in with his job or team and requested a transfer.

15. Learned counsel, therefore, contends that when given an opportunity to improve his performance, the plaintiff chose to issue communications to the senior management of the defendant, in utter insubordination. Mr. Vinayak further submits that the negative attitude of the plaintiff resulted in him being placed on a Performance Improvement Plan ( hereinafter referred to as „PIP‟) by the defendant. Instead of taking this opportunity to improve his performance, according to the learned counsel, the plaintiff began a campaign of complaints, writing numerous grievances to various individuals and agencies.

16. Further, learned counsel for the defendants contends that the behaviour of the plaintiff demonstrated his lack of interest in improving his professional performance, which ultimately led to the termination of his employment.

17. Learned counsel further argues that the communications issued by the defendant to the plaintiff were personal and justified. He also avers that no public communications were ever published or transmitted by the defendant, as admitted by the plaintiff. Furthermore, it is stated by Mr. Vinayak that the termination of the services of the plaintiff was duly communicated to him in accordance with the employment contract, and two months' notice pay was credited to his account. Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 6

18. Furthermore, it is also averred by the learned counsel for the defendant that the employment was entirely contractual, and the defendant had the right to terminate the services of the plaintiff due to his unsuitability for the job. Additionally, learned counsel submits that the plaintiff was responsible for his termination due to his lack of professional focus and commitment.

19. Mr. Vinayak, therefore, contends that the statement in the impugned termination letter was a factual account of the conduct of the plaintiff and there has been no loss to the reputation and livelihood of the plaintiff, as he is currently working as an Advocate practicing in various Courts at Delhi, including the Supreme Court and this Court.

20. Learned counsel places reliance on the decisions in S.T.P. Singh v. Tarsem Singh and Ors5, Queen Empress v. Taki Husain6, Khima Nand and Another v. Emperor through Prem Singh7, Kundanmal S/c Mulchand v. Emperor 8 , Lachhman v. Pyarchand 9 , Sardar Amar Singh v. K. S. Badalia10, Challa Subbarayadu v. Darbha Ramakrishna Rao11, P.R. Ramakrishnan v. SubbarammaSastrigal and Anr12, S.S. Sanyal and Another v. K.V.R. Nair and Ors13, Bilal Ahmed Kaloo v. 52018 SCC OnLine Del 9978 61884 ILR 7 ALL 205 7 1936 SCC OnLine All 307 8 AIR 1943 Sind 196 9 1959 SCC OnLine Raj 18 101964 SCC OnLine Pat 186 111967 SCC OnLine AP 137 121986 SCC OnLine Ker 309 131987 Crl. L.J. 2074 Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 7 State of Andhra Pradesh 14 , and Smt. Dr. Nagarathinam v. M. Kalirajan15.

21. I have heard the plaintiff in person, learned counsel appearing for the defendant, and have perused the record.

22. Vide order dated 26.07.2022, the following issues were framed:- "1. Whether the service (employment) of the plaintiff was wrongly terminated by the defendant in violation of the Employment Contract? OPP

2. Whether the statement in the impugned termination letter, as issued by the defendant has resulted in the defamation of the plaintiff? OPP

3. In the event, issue No.l being decided in favour of the plaintiff whether the defendant 's action of termination of the plaintiff's services has caused damage to the plaintiff? OPP

4. Relief"

23. The Court also takes note of the fact that parties have examined the following witnesses:- a. Mr. Abhijit Mishra as Plaintiff Witness No. 1 (PW-1) b. Mr. Raja Jassal as Plaintiff Witness No. 2 (PW-2) c. Mr. Mansatkar Singh as Defendant Witness No.1 (DW-1)

24. It is also seen that the defendant has not placed on record any document. The joint document schedule has listed the following documents:- Particulars of the Document Exhibited The true copy of the Plaintiff's ID Card and employee letters Ex P-1 141997) 7 SCC 431 152001 SCC OnLine Mad 355 Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 8 The true copy of the termination letter vide letter ref. no. WC/T/20004452/40 Dated 05.06.2020 The true copy of the employment contract of the plaintiff Ex P-2 Ex P-3 The true copy of the appeal against the termination letter from the plaintiff Ex P-4 The true copy of the legal notice of the plaintiff Ex P-5

25. Further, the plaintiff has also exhibited the following documents during the evidence:- Ex. PW-2/1 – True copy of the Aadhaar Card of the Deponent(PW-2); Ex. PW-2/2 – True copy of employment document with Oracle India Pvt. Ltd.; Ex. PW-2/3 – True copy of relieving letter issued by Defendant (Wipro Ltd.); Ex. DW-1/P1 – Archived Annual Appraisal for 2018–2019 of the Plaintiff; Ex. DW-1/P2 – Wipro Leaders‟ Qualities Survey 2018–19, Leader Report for Abhijit Mishra; Ex. DW-1/P3 – Performance appraisal (Q3 2019–20) from „my Career portal‟; Ex. DW-1/P4 – Email dated 09.04. 2020 from Navonil Rahut to Plaintiff; Ex. DW-1/P5 – Certified copy of a document titled “PIP INITIATION” from MyCareerPortal Ex. DW-1/P6 – Email dated 26.03.2020 from Plaintiff to Shri Dhar & Ajay Nahar; Ex. DW-1/P7 – Certified copy of Plaintiff‟s RTI Application and Reply from Supreme Court of India; Ex. DW-1/P8 – Certified copy of High Court of Delhi (PIL) Rules, 2010; Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 9 Ex. DW-1/P9 – Email dated 04.01.2019 from Aditya Vikram to Tarun Kumar (with trail); Ex. DW-1/P10 – Performance Improvement Plan Policy of Wipro Ltd.; Ex. DW-1/P11 – Email & Letter dated 21.04.2020 from Plaintiff to Executive Chairman (Rishad Premji); Ex. DW-1/P12 – Email & Letter dated 21.04.2020 from Plaintiff to CEO (Abidali Neemuchwala); Ex. DW-1/P13 – Email & Letter dated 21.04.2020 from Plaintiff to CHRO (Saurabh Govil); Ex. DW-1/P14 – Legal Notice dated 28.05.2020 sent by Plaintiff‟s counsel to Wipro management; Ex. DW-1/P15 – Email dated 03.06.2020 from Plaintiff to Srinath Sridharan (HR); Ex. DW-1/P16 – Email communication dated 27.05.2020 between Plaintiff and Shri Dhar; Ex. DW-1/P17 – Ombuds Policy of Wipro Ltd. (Version 5.5, Dec 2019); Ex. DW-1/P18 – Email dated 11.04.2020 from Plaintiff to Wipro‟s Ombudsman; Ex. DW-1/P19 – Annual Board‟s Report dated 9.06.2021 (FY ending March 31, 2021) by Executive Chairman. Ex. DW-1/P20 – Cross-examination dated 1.03.2024 of Mr. Mansatkar Singh in CS no. 7 of 2021 Ex. DW-1/P21 (Colly) – Acknowledgements of Plaintiff‟s Income Tax Returns (AYs 2018–2024)

26. Apart from the aforesaid, the plaintiff has also placed reliance upon the following documents:- ‘Mark A’ - Copy of letter dated 04.09.2020 issued by Kridhavan Agro Pvt. Ltd. Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 10 ‘Mark B’ - Copy of letter dated 12.12.2020 issued by Depavani Metals Pvt. Ltd. Issue-wise analysis

27. At the threshold, it is pertinent to observe that issue No. 3 is contingent upon the determination of issue No. 1. Accordingly, for the sake of brevity, both issues shall be considered and decided conjointly. Issue no.1- Whether the service (employment) of the plaintiff was wrongly terminated by the defendant in violation of the Employment Contract? OPP Issue No.3 - In the event, issue No.l being decided in favour of the plaintiff whether defendant's action of termination of the plaintiff's services has caused damage to the plaintiff? OPP

28. At the outset, it is noted that the factum of employment of the plaintiff with the defendant is undisputed. The plaintiff was employed under an employment contract dated 14.03.2018. Clause 10 of the said contract, titled “Notice Period”, states that either party may terminate the employment without assigning any reasons by giving one month‟s notice during the probationary period, and two months‟ notice post confirmation.

29. It further provides that the employer/defendant reserves the right to pay or recover salary in lieu of the notice period and may, at its discretion, relieve the employee from such date as it deems fit, even before the expiry of the notice period. The relevant portion of the employment contract reads as follows: “10.NOTICEPERIOD This contract of employment is terminable, without reasons, by either party giving one month notice during probationary period and two months' notice on confirmation. Wipro reserves the right to pay or Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 11 recover salary in lieu of notice period. Further, the Company may at its discretion relieve you from such date as it may deem fit even prior to the expiry of the notice period.”

30. Furthermore, it is also seen that the impugned termination letter, exhibited as Ex P-2, issued by the defendant explicitly invokes Clause 10 of the appointment letter to give effect to the termination and states as follows: “This is to bring to your attention Clause 10 of your appointment letter dated March 14, 2018. The clause provides that the employment contract is terminable, without reasons, by either party giving one month notice during probationary period and two months' notice on confirmation. Wipro reserves the right to pay or recover salary in lieu of notice period. Further, the Company may at its discretion relieve you from such date as it may deem fit even prior to the expiry of the notice period. We are hereby exercising our rights under this clause and terminating your employment contract with immediate effect.” “We were compelled to take this difficult decision on account of a complete loss of trust and confidence between us due to your actions and malicious conduct in the past weeks. We believe that an effective and fruitful employer-employee relationship between Wipro and you is no longer possible, as we have lost trust in your ability to perform your duties without prejudice, serve our clients effectively, or work with our employees as a team.”

31. A thorough scrutiny is necessary to determine if the impugned termination letter breaches the employment contract.

32. A meticulous perusal of Clause 10 of the employment contract unequivocally permits the termination of the contractual engagement by either party. It also states that during the probationary period, the employment may be terminated upon issuance of one month‟s notice; whereas post-confirmation, the requirement escalates to a notice period of two months. The said clause further accords the employer the Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 12 discretion to either compensate the employee in lieu of the stipulated notice period or recover the commensurate sum thereof from the employee. Additionally, the employer is vested with the unilateral authority to dispense with the services of the employee even prior to the expiry of the prescribed notice period.

33. At this juncture, it is pertinent to first examine whether the clause of such tenor would render the contract in the present case determinable in nature. Section 14(d) of the Specific Relief Act, 1963 (hereinafter referred to as „SRA‟), specifies agreements which are “in their nature determinable”. A determinable contract is, by definition, one that confers upon either party an unfettered right to terminate the contractual arrangement unilaterally, whether at will or upon service of notice, without the presence or requirement of any breach or default.

34. Clause 10, under the consideration herein, squarely fits within the aforementioned legal construct, as it empowers the employer to bring the employment relationship to a cessation solely upon notice or, alternatively, upon payment of salary in lieu thereof, with the additional prerogative of curtailing the notice period unilaterally. Effectively, the termination clause does not presuppose the existence of any reason or breach, or violation of the employment agreement for the invocation of the termination clause, thereby reflecting the essential character of a determinable contract. However, for the completion of reasoning, it may be noted that mere presence of a pre-condition of termination does not ipso facto alter the determinable nature of the contract. Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 13

35. Recently, this Court in Gaurav Rajgaria v Maruti Suzuki India Limited16 held that a contract which, by its nature or explicit terms, allows termination by either party, whether with or without assigning reasons, is considered to be determinable. The Court held that such a determinable contract is not specifically enforceable under Section 14(d) of the SRA. The Court held that even if the termination is effected pursuant to a “for cause” clause, the very presence of a termination mechanism within the contract renders it determinable in law. The Court held that, in such cases, the only remedy available to the aggrieved party is monetary compensation, typically confined to the contractual notice period, and not the equitable relief of specific performance or injunction.

36. Relying upon the decisions in Indian Oil Corporation Ltd. v. Amritsar Gas Service17, Rajasthan Breweries Ltd. v. Stroh Brewery Co.18, and Beoworld Pvt. Ltd. v. Bang & Olufsen Expansion 19, the Court reaffirmed that private commercial agreements are presumed to be terminable unless explicitly rendered irrevocable. Even where the agreement permits termination only upon the occurrence of certain events, it remains determinable in the eyes of the law from the point of view of specific enforcement.

37. Therefore, Clause 10 of the employment contract unequivocally renders the nature of the contract to be determinable. 162025:DHC:5253 17(1991) 1 SCC 533 182000 SCC OnLine Del 481 192020 SCC OnLine Del 3250 Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 14

38. The Court shall now discuss the approach to be adopted while considering a claim of the ousted employee for compensation/damages on account of alleged wrongful termination. In doing so, it is necessary to take a brief detour to underscore that in determinable employment contracts, the relief of specific performance or reinstatement against the will of the employer is not available.

39. In the Executive Committee of Vaish Degree College, Shamli v. Lakshmi Narain20, the Supreme Court clarified the contours of specific enforceability of contracts of personal service. While reiterating that ordinarily such contracts are not specifically enforceable, the Court carved out three narrow exceptions: (i) where a public servant is dismissed in contravention of Article 311; (ii) where a worker seeks reinstatement under Industrial Law; and (iii) where dismissal contravenes a statutory obligation imposed on a statutory body. It was unequivocally held that in the absence of these conditions, specific performance would not be granted. The Court reasoned that enforcing such contracts would, in effect, compel the continuation of a personal and confidential relationship, which is fundamentally antithetical to the principle of voluntariness underpinning the contract law. The relevant extract of the aforementioned decision reads as under:- “15. This brings us to the next point for consideration as to whether or not the plaintiff/respondent's case fell within the exceptions laid down by this Court to the general rule that the contract of personal service is not specifically enforceable. In this connection, as early as 1964, in S.R. Tewari v. District Board, Agra [AIR 1964 SC 1680 20(1976) 2 SCC 58 Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 15 :(1964) 3 SCR 55, 59 : (1964) 1 LLJ 1] this Court observed as follows: “Under the common law the Court will not ordinarily force an employer to retain the services of an employee whom he no longer wishes to employ. But this rule is subject to certain well recognised exceptions. It is open to the courts in an appropriate case to declare that a public servant who is dismissed from service in contravention of Article 311 continues to remain in service, even though by so doing the State is in effect forced to continue to employ the servant whom it does not desire to employ. Similarly under the industrial law, jurisdiction of the Labour and Industrial Tribunals to compel the employer to employ a worker, whom he does not desire to employ, is recognised. The courts are also invested with the power to declare invalid the act of a statutory body, if by doing the act the body has acted in breach of a mandatory obligation imposed by statute, even if by making the declaration the body is compelled to do something which it does not desire to do.” To the same effect is the decision of this Court in Executive Committee of U.P. State Warehousing Corporation Ltd. v. Chandra Kiran Tyagi [(1969) 2 SCC 838 : (1970) 2 SCR 250, 265] , where it was observed as follows : [SCC p. 850, para 23] “From the two decisions of this Court, referred to above, the position in law is that no declaration to enforce a contract of personal service will be normally granted. But there are certain well-recognised exceptions to this rule and they are : To grant such a declaration in appropriate cases regarding (1) A public servant, who has been dismissed in contravention of Article 311. (2) Reinstatement of a dismissed worker under industrial law by Labour or Industrial Tribunals. (3) A statutory body when it has acted in breach of a mandatory obligation, imposed by statute.” from service

16. In Indian Airlines Corporation v. Sukhdeo Rai this Court also observed as follows : [SCC p. 193, para 3] “It is a well settled principle that when there is a purported termination of a contract of service, a declaration, that the contract of service still subsisted, would not be made in the absence of special circumstances because of the principle that courts do not ordinarily grant specific performance of service. This is so, even in cases where the authority appointing an employee was acting in exercise of statutory authority. The relationship between the person appointed and the employer would in such cases be contractual i.e. as between Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 16 a master and servant, and the termination of that relationship would not entitle the servant to a declaration that his employment has not been validly determined.”To the same effect is the decision of this Court in Bank of Baroda v. Jewan Lal Mehrotra [(1970) 3 SCC 677 : (1970) 2 LLJ 54, 55] where this Court observed as follows : [SCC p. 678, para 3]“The law as settled by this Court is that no declaration to enforce a contract of personal service will be normally granted. The well recognised exceptions to this rule are (1) where a public servant has been dismissed from service in contravention of Article 311; (2) where reinstatement is sought of a dismissed worker under the industrial law by labour or Industrial Tribunals; (3) where a statutory body has acted in breach of a mandatory obligation imposed by statute;”

17. In the Sirsi Municipality case the matter was exhaustively reviewed and Ray, J. (as he then was) observed as follows : [SCC p. 413 : SCC (L&S) p. 210, paras 15-17]“The cases of dismissal of a servant fall under three broad heads, purely by contract of employment. Any breach of contract in such a case is enforced by a suit for wrongful dismissal and damages. Just as a contract of employment is not capable of specific performance similarly breach of contract of employment is not capable of founding a declaratory judgment of subsistence of employment. A declaration of unlawful termination and restoration to service in such a case of contract of employment would be indirectly an instance of specific performance of contract for personal service. Such a declaration is not permissible under the law of Specific Relief Act. The second type of cases of master and servant arises under Industrial Law. Under that branch of law a servant who is wrongfully dismissed may be reinstated. This is a special provision under Industrial Law. This relief is a departure from the reliefs available under the Indian Contract Act and the Specific Relief Act which do not provide for reinstatement of a servant. The third category of cases of master and servant arises in regard to the servant in the employment of the State or of other public or local authorities or bodies created under statute.”

18. On a consideration of the authorities mentioned above, it is, therefore, clear that a contract of personal service cannot ordinarily be specifically enforced and a court normally would not give a declaration that the contract subsists and the employee, even after having been removed from service can be deemed to be in service against the will and consent of the employer. This rule, however, is Signature Not Verified Signed By:PRIYA Signing Date:16.07.2025 15:18:52 Signature Not Verified Signed By:PURUSHAINDRA KUMAR KAURAV 17 subject to three well recognised exceptions — (i) where a public servant is sought to be removed from service in contravention of the provisions of Article 311 of the Constitution of India; (ii) where a worker is sought to be reinstated on being dismissed under the Industrial Law; and (iii) where a statutory body acts in breach or violation of the mandatory provisions of the statute.” In J. Tiwari v. Jwala Devi Vidya Mandir21, the Supreme Court

40. followed the ratio of Vaish Degree College. The Court held that where an employment contract is terminable by notice, and the employer has acted in breach of such contractual terms, the only available relief is damages, not reinstatement or continuation of service. Importantly, the Court also emphasized that Section 14(d) of the SRA acts as a statutory bar to specific enforcement of such determinable contracts.

41. A similar position has been taken by the Supreme Court in Binny Ltd. & Anr. v. V. Sadasivan, 22 wherein, while making the categorical distinction between public employment and private contractual relationships, it was held that the principles of administrative law and public law, including the doctrine of natural justice, do not extend to private employment contracts.

42. This Court in L.M. Khosla v. Thai Airways International Public Co. Ltd. 23 , relying on the decisions in S.S. Shetty, Vaish Degree College, and Binny, summarised the applicable legal principles holding inter alia that- (i) employment contracts of a private nature do not attract public law remedies; (ii) where a contract provides for