Odisha Forest Development Corporation Ltd. Vs M/s Anupam Traders

REPORTABLE

IN THE SUPREME COURT OF INDIA

CIVIL APPELLATE JURISDICTION

CIVIL APPEAL NO. 9083 OF 2019 (Arising out of SLP (Civil) No.17627 of 2019)

Odisha Forest Development Corporation …Appellant(s) Ltd.

Versus

M/s Anupam Traders & Anr. …. Respondent(s)

WITH

C.A.NO. 9084 /2019 @ SLP(C)No.18726/2019

C.A.NO. 9088 /2019 @ SLP(C) No.18575/2019

C.A.NO. 9089 /2019 @ SLP(C) No.18846/2019

C.A.NO. 9091 /2019 @ SLP(C) No.18664/2019

C.A.NO. 9092 /2019 @ SLP(C) No.18876/2019

C.A.NO. 9093 /2019 @ SLP(C) No.18916/2019

C.A.NO. 9094 /2019 @ SLP(C) No.18939/2019

Page 1 of 26

C.A.NO. 9095 /2019 @ SLP(C) No.18890/2019

C.A.NO. 9096 /2019 @ SLP(C) No.18800/2019

C.A.NO. 9097 /2019 @ SLP(C) No.18945/2019

C.A.NO. 9098 /2019 @ SLP(C) No. 24167/2019

C.A.NO. 9099 /2019 @ SLP(C) No.24166/2019

J U D G M E N T

A.S. Bopanna,J.

Leave granted.

2. The appellants in eleven of these appeals are the

Odisha Forest Development Corporation Ltd. (“OFDC

Ltd.” for short) and the State of Odisha is the appellant in

two other appeals. The appeals filed by the State of

Odisha relate to the same orders in respect of the same

private respondents who were the writ petitioners

regarding whom the Odisha Forest Development

Corporation Ltd. has also filed the appeal. Further,

though separate orders passed by the High Court in

Page 2 of 26

different writ petitions relating to various petitioners are

assailed in all these appeals, the issue involved is the

same. Hence all these appeals were clubbed, heard

together and are accordingly disposed of by this common

judgment. For the purpose of narration of facts, the case

as in Civil Appeal arising out of SLP(C) No.17627/2019,

titled Odisha Forest Development Corporation Ltd. vs.

M/s Anupam Traders & Anr. is taken note, which reads

as hereunder.

3. The appellant OFDC Ltd. issued an etender

notification dated 22.11.2016 inviting offers online from

intending purchasers for advance sale of phal Kendu leaf

(KL) of 2017 crop as per the ‘lots’ indicated in the

notification. The private respondent had responded to

the notification and made its offer. The bid was opened

on 07.12.2016. The private respondent being the

successful bidder was required to execute an agreement

and deposit the provisional security deposit of

Rs.5,00,000/ (Rupees Five Lakh). The private

respondent herein executed an agreement dated

Page 3 of 26

20.01.2017. In terms of the agreement, on the actual

quantity of leaves collected, the additional security

deposit covering 25% of the purchase price of the lot was

to be deposited before 31.05.2017. The private

respondent in the instant case was therefore required to

deposit the differential security amount of

Rs.27,14,765/less, the security amount of

Rs.5,00,000/ (Rupees Five Lakh) already paid.

4. In view of the requirement to pay the same before

31.05.2017, the private respondent addressed a letter

dated 02.06.2017 seeking extension of time to pay the

said security amount. The extension sought was

declined by the appellant through the communication

dated 06.06.2017. Since the amount required to be

deposited was not made, the appellant cancelled the

agreement dated 20.01.2017 by issuing the notice dated

21.08.2017. Since such cancellation would be at the

‘cost and risk’ of the private respondent, the lot was to be

put to retender. The appellant accordingly proceeded to

Page 4 of 26

issue a fresh etender notification on 22.08.2017 for sale

of the same ‘lots’ of the phal Kendu leaves.

5. At that stage the private respondent aggrieved by

extension of time not being granted, filed the writ petition

in W.P.(C) No.11498/2017, the same was withdrawn and

a writ petition bearing W.P.(C) No.18718/2017 was filed

wherein the order dated 21.08.2017 passed by the

appellant cancelling the agreement dated 20.01.2017 as

also the subsequent Auction Notice dated 22.08.2017,

were assailed. In the said writ petition, interim order

against the subsequent auction through notice dated

22.08.2017 was sought. While considering the same, the

High Court while allowing the appellant to proceed with

the subsequent tender process, had stayed the

finalization of the sale subject to the private respondent

herein depositing an amount of Rs.20,00,000/ (Rupees

Twenty Lakhs only) within one week with the appellant

herein. The said order was passed on 08.09.2017

wherein it was further directed that the said amount

would be kept in a separate deposit by the appellant.

Page 5 of 26

The application filed by the appellant herein seeking

vacation of the interim order was considered and at that

stage since the vacation of the stay was not opposed by

the private respondent herein, it was vacated on

28.03.2018 due to which the subsequent sale was

completed on 24.04.2018. The private respondent herein

thereafter sought leave to withdraw the writ petition in

W.P.(C) No.18718/2017 thereby giving up the challenge

to the cancellation of the auction process wherein the

private respondent had taken part and also the challenge

to the subsequent auction which had been conducted by

the appellant. The High Court while disposing of the writ

petition as withdrawn, despite objection put forth by the

appellant herein directed refund of the deposit which was

made pursuant to its interim order dated 08.09.2017.

The appellant herein is, therefore, aggrieved by the order

dated 30.04.2019 only to the extent whereby the High

Court has directed refund of the amount available with

the appellant.

Page 6 of 26

6. The facts in the connected appeals is to the same

effect except the variation in the ‘lot’ number, quantity of

Kendu leaves which was purchased by each of the private

respondents therein and the number of the writ petition

filed before the High Court. The names of the different

tenderers in the individual writ petitions that were filed

and the quantum of amount ordered to be deposited by

the High Court will be detailed in later part of this

judgment. However, in all the cases the writ petitions

have been withdrawn and the refund of the deposit

ordered is directed to be refunded. In that view, the basic

contention which is common, on consideration would

answer all the appeals herein.

7. In that backdrop we have heard Mr. S.K. Padhi,

learned senior advocate for the appellants – OFDC Ltd,

Ms. Anindita Pujari, learned advocate for the appellant

State of Odisha and Mr. Aditya Kumar Choudhary,

learned advocate for the private respondents in all the

appeals and perused the materials on record in the

appeals.

Page 7 of 26

8. As noticed, though the private respondents herein

had filed the writ petition at the stage when the earlier

agreement entered into pursuant to the tender process in

their favour had been cancelled and a subsequent

auction was notified, keeping in view the fact that all the

private respondents herein had chosen to withdraw the

writ petitions, which was permitted by the High Court

through the order dated 30.4.2019, the consideration of

that aspect is not required to be made. The only question

for consideration herein is with regard to the correctness

or otherwise of direction issued by the High court to the

appellant herein to refund the amount which was a

deposit made by the private respondents with the

appellant pursuant to the interim order dated

08.09.2017.

9. The learned senior advocate for the appellant while

contending that the High court was not justified in

ordering the refund has taken us through the tender

notification dated 22.11.2016, as also the purchase

agreement dated 20.1.2017. In that light, it is pointed out

Page 8 of 26

that apart from the Earnest Money Deposit (“EMD” for

short) to enable a tenderer to participate in the tender

process, the successful purchaser was required to

initially pay the provisional security deposit of

Rs.5,00,000/ (Rupees Five Lakhs only) and after final

collection of the leaves the differential amount to the

extent of 25% of the purchase price was to be paid within

31.05.2017. It is contended that if the said amount was

not paid, the security amount already paid was to be

forfeited and if any further recoveries are to be made, the

appellant had the liberty to do so.

10. In that light, it is contended that in the instant

facts only the initial deposit of Rs.5,00,000/ (Rupees

Five Lakhs only) was made, apart from the EMD. The

default was committed relating to payment of 25% of the

additional security amount which was to be made within

the time frame. Since, the extension of time as requested

was rejected and the amount was not deposited, the

appellant was left with no other alternative but to

terminate the agreement and forfeit the security deposit.

Page 9 of 26

It is the contention of the learned senior advocate that

though the High Court has not specifically indicated

deposit to be made as the additional security deposit, the

extent of deposit ordered in each of the cases makes it

clear that it is relatable to the extent of the additional

security amount which was to be deposited. In that light,

he contends that when the writ petition was not pressed,

the termination of the agreement would remain valid and

in such circumstance since the clause contained in the

agreement permits the forfeiture of the preliminary

security deposit, the direction to refund the same was not

justified. On the other hand, the High Court ought to

have allowed retention of the said amount and the liberty

to recover additional amount, if any, should have been

left open. Hence, he contends that the direction issued by

the High Court to refund the amount is not justified.

11. The learned advocate for the respondent would

also refer to the very same clauses as contained in the

agreement. He contends that the private respondents

herein were before the High Court seeking to exercise

Page 10 of 26

their right by assailing the order of termination so as to

complete the transaction. With reference to the objection

statement, the learned advocate would contend that there

were circumstances which indicated that the price offered

by the private respondent was at higher rate when the

panchayat had fixed a lower price for the Kendu leaf. It is

his contention that, in any event, the forfeiture can only

be to the extent of the amount that had already been

deposited, namely, the EMD and the initial deposit

regarding which the private respondents have not made a

grievance. On referring to the tender conditions as also

the clauses contained in the agreement, he contends that

as per Clause 9 (iv) even if the additional security is not

deposited or if any loss is suffered, the provision made

therein is to recover the amount by way of initiating legal

proceedings or through the Orissa Public Demand

Recovery Act which option has been left open to the

appellant by the High Court and as such the appellant

cannot make out any grievance. It is his contention that

the very fact that the High Court while granting the

interim order, though had directed deposit of the amount Page 11 of 26

had further directed the appellant to keep it in a separate

fixed deposit, will indicate that the said amount had no

reference whatsoever to the additional security deposit

but it was only to establish the bonafide of the private

respondent who was the writ petitioner. Hence, in that

circumstance when the High Court has directed refund

the order does not call for interference.

12. In the light of the above, what is required to be

noticed at the outset is the provision relating to the

security deposit contained in Clause 9 of the tender

notification on which reliance was placed by both sides,

which reads as hereunder:

“Security Deposit (i) The successful purchaser shall have to pay

provisional Security Deposit @ Rs.5.00 lakhs (Rupees Five Lakh) per lot(s) within 21 [Twenty one] days of issue of ratification order. If the provisional security deposit is not paid at Corporate Office within 21 days from the date of issue of ratification order, the sale of the lot(s) will be cancelled and the EMD/part S.D. will be forfeited to OFDC. However in exceptional circumstances, the period of 21 days may be extended for a further period of 7 (seven) days by the Director (C)/Managing Director of OFDC Ltd. by depositing of nonrefundable fees of Rs.2000/ (Rupees two thousand only) by the purchaser.

(ii) After final collection of leaves, the purchaser has to pay the differential amount up to the extent of 25% of Purchase price of the lot towards final Security deposit within 31.5.2017, failing which it will be

Page 12 of 26

considered as violation of purchaser’s agreement and the provisional security deposit will be forfeited.

(iii) The Security Deposit can be adjusted either wholly or in part, as the case may be, by the Director (C)/Managing Director, OFDC Ltd. towards any amount recoverable from the purchaser, including the purchase price under provisions of the Acts, Rules & Notification of Govt., Purchaser’s agreement and the terms and conditions of the sale notice and all such deductions shall have to be made good by the purchaser by depositing an equal amount within 15 days of issue of the notice to that effect.

(iv) If the dues to be recovered from the purchaser exceed the amount of security deposit, the amount in excess shall unless made good to the Corporation within 15 days from the date of issue of the notice to that effect, be recoverable by way of initiating legal proceedings or through Orissa Public Demand Recovery Act 1962 (Orissa ActI of 1963).”

13. Similarly, the agreement entered into between the

parties, apart from containing a similar clause for

security deposit as at Clause No.11, also contains Clause

13 relating to the termination of the agreement. The said

clause reads as under:

“13. Termination of Purchaser’s Agreement (i) If the purchaser fails to pay the first instalment before the due date of 2nd instalment or 2nd instalment before due date of the 3rd instalment or third instalment within 15 days after its due date or any other amount due or to comply with any of the provisions of the agreement, the Director (C)/Managing Director of OFDC Ltd. may at his discretion and without prejudice to any other right and remedies that may be available to him, terminate this agreement after giving 15 days notice and

Page 13 of 26

an opportunity of hearing to the purchaser and blacklist the purchaser for a period up to 3 years.

(ii) The order of termination of the agreement shall be delivered in person to the purchaser or sent by Registered/Speed Post. The termination shall be effective from the date of order terminating the agreement.

(iii) On termination of the agreement the Corporation shall be entitled to:

a. Forfeit the provisional as well as final security deposit in full.

b. Forfeit the undelivered stocks of Kenduleaves in storage in favour of the Corporation for which payment has been made.

c. Cancel the customer registration with OFDC along with forfeiture of registration fees.

d. (i) Sell the Kenduleaves in the godown for which amount due has not been paid and undelivered stock of Kenduleaves in storage which has been forfeited in favour of the Corporation under condition 13 (iii) (b) and recover the loss. The same shall also be recoverable by encashment of the Bank guarantee, if any such guarantee has been furnished by the purchaser under clause7, as also from sale of such leaves which has been forfeited in favour of the Corporation under condition 13(iii)(b). Provided if the lot is not resold in the first sale after issue of order of termination of agreement, loss will be recovered from the purchaser treating the value of the lot as zero. However, if the lot is sold in subsequent sale, the amount of sale price recovered as such shall be adjustable against balance amount of loss or be refunded to the purchaser as the case may be. However no interest will be payable to the purchaser on such amount. In the event of cancellation of purchaser’s agreement the loss to be recovered from 1st purchaser will be computed as follows:

Total expected receipts including all taxes in concerned sale (+) expenditure on storage, supervision etc. up to disposal () receipts including taxes from subsequent sale.

(ii) Recover any amount of loss still remaining due through Legal proceedings.

Page 14 of 26

(iii) Retain the full amount, if on such resale, higher amount is received than is due in respect of the lot and the purchaser shall have not right or claim there to.

e. Recover all cost and expenses incurred for recovering loss.

f. Recover all penalties imposed and compensation assessed not yet paid.”

In addition to the same, it is noticed that in the

communication dated 02.08.2017 (Annexure P/8) while

issuing the notice calling upon to pay the additional

security deposit, the appellant has indicated that if the

same is not paid the provisional security deposit will be

forfeited and the ‘lot’ will be sold in the ensuing sale.

That apart, in the order dated 21.08.2017 whereby the

agreement was terminated, it was intimated that the

provisional security is forfeited and that the stock

contained in ‘lot’ No. 42 would be resold at the ‘cost and

risk’ of the private respondent herein.

14. In the above background, a perusal of the interim

order dated 08.09.2017 passed in writ petition would

indicate that the High Court on considering the facts and

circumstances of the case has directed that the private

Page 15 of 26

respondents herein deposit the amount as indicated in

the order, which is shown against their respective names

here below in tabular format for easy reference:

S.No. SLP (C) No.

Name of the Firm

Amt. deposited as per Interim Orders (In Rs.)

1. 17627 ANUPAM TRADERS

20,00,000

2. 18726 NABILA ENTERPRISE

15,00,000

3. 18575 RAFIK FURNITURE MART

50,00,000

4. 18846 SAIYED SULTAN

20,00,000

5. 18664 VIJAY ENTERPRISE

20,00,000

6. 18876 JAI BABA BHOLANATH ENTERPRISE

10,00,000

7. 18916 T. PRASAD RAO

50,00,000

8. 18939 ANANYA ENTERPRISE

35,00,000

9. 18890 YASEEN KHAN

35,00,000

10. 18800 KARIM KHAN

5,00,000

11. 18945 SHEIKH ZAKIR

15,00,000

Page 16 of 26

The High Court does not specifically indicate that the

amount is relatable to the additional security that was

required to be deposited by the writ petitioners.

15. In a circumstance of the present nature, when it is

noticed that the termination of the agreement itself was

for nondeposit of the additional security amount to the

extent of 25% of the value, the deposit ordered by the

High Court cannot be classified as additional deposit in

terms of the contract, at that stage. If ultimately the writ

petition was taken to its logical conclusion and the

private respondents had succeeded in such proceedings,

only in such event the said amount could have been

considered as a belated payment towards additional

security deposit and in any event, the consideration in

that regard would be in terms of the directions that

would have been issued by the High Court. Though that

be the position and presently since the writ petition was

withdrawn unconditionally, the question is as to whether

the respondents were entitled to refund of the amount as

a matter of right when all future action for disposal of the

Page 17 of 26

subject Kendu leaves was at the ……. ‘cost and risk’ of

the private respondents as per Clause 13 of the

agreement which is extracted supra. Hence even if the

said amount is not considered as the additional security

amount in its true spirit as per the agreement and the

right of forfeiture at this stage is not accepted in its

technical sense in favour of the appellant, the right of the

appellant to recover the loss suffered in terms of the

agreement cannot be ignored.

16. In the above backdrop, before we proceed any

further, the intent of such conditional interim orders

passed by the Courts will have to be gathered. In order

to aid the same it will be apposite to take note of the

observations contained in the decision of this Court in

the case of M/s. Atma Ram Properties (P) Ltd. vs. M/s.

Federal Motors Pvt. Ltd. (2005) 1 SCC 705 which is as

hereunder,

“The power to grant stay is discretionary and flows from the jurisdiction conferred on an appellate Court which is equitable in nature. To secure an order of stay merely by preferring an appeal is not the statutory right conferred on the appellant. So also, an appellate Court is not ordained to grant an order of stay merely because an appeal has been preferred and an application for an order of stay has

Page 18 of 26

been made. Therefore, an applicant for order of stay must do equity for seeking equity. Depending on the facts and circumstances of a given case an appellate Court, while passing an order of stay, may put the parties on such terms the enforcement whereof would satisfy the demand for justice of the party found successful at the end of the appeal. In South Eastern Coalfields Ltd. Vs. State of M.P. & Ors., (2003) 8 SCC 648, this Court while dealing with interim orders granted in favour of any party to litigation for the purpose of extending protection to it, effective during the pendency of the proceedings, has held that such interim orders, passed at an interim stage, stand reversed in the event of the final decision going against the party successful in securing interim orders in its favour; and the successful party at the end would be justified in demanding compensation and being placed in the same situation in which it would have been if the interim order would not have been passed against it. The successful party can demand (a) the delivery to it of benefit earned by the opposite party under the interim order of the High Court, or (b) compensation for what it has lost, and to grant such relief is the inherent jurisdiction of the Court. In our opinion, while granting an order of stay under Order 41 Rule 5 of the CPC, the appellate court does have jurisdiction to put the party seeking stay order on such terms as would reasonably compensate the party successful at the end of the appeal in so far as those proceedings are concerned.”

Though the said observation was made in the context of

interim order being considered under Order 41 Rule 5

CPC, it would be more appropriate in a writ proceedings

in as much as, not only the interim prayer but the very

writ petition will be entertained in the discretionary

jurisdiction unlike the statutory appeal under Section

96 read with Order 41 of CPC. In such circumstance,

though it is not necessary that a condition is to be

imposed in every case for grant of interim order, if the

Page 19 of 26

Court in a given case imposes the condition, the same is

to be treated as being with a purpose and not as an

empty formality.

17. In that regard, it is to be noticed that in the instant

case in a circumstance where the private respondent had

filed the writ petition, even though the High court had

permitted the process of retender to progress, the

finalization thereof had been stayed. If that be the

position, the appellant herein was not in a position to

immediately bring the Kendu leaves for reauction by

receiving the amount from the subsequent purchaser and

the same is likely to have dissuaded purchasers to offer

the best price due to uncertainty looming large. Whether

all these and any other factor has caused the loss to the

appellant and the public exchequer is a matter to be

determined based on materials and evidence but the fact

remains that such resultant delay was at the instance of

the private respondent. As noticed from the terms of the

agreement, any loss caused was permissible to be

recovered from the respondent after adjusting the

Page 20 of 26

security deposit available. Therefore, even if the amount

of deposit made pursuant to the order passed by the High

Court is not considered as an additional security deposit,

the right of the appellant to proceed in accordance with

law to assess the damage suffered and to recover the

same from the private respondents, would still remain

intact. As such the deposit ordered will have to be

considered as a conditional deposit to protect the interest

of the appellant as well.

18. In such event, the issue for consideration is as to

whether in view of the clause contained in 9(iv) of the

tender notification the appellant should be driven to

initiate the legal proceedings or for public demand

recovery after refunding the amount which is deposited,

as contended by the learned Advocate for the private

respondents despite taking note of the intent of such

deposit. It is no doubt true, dehors the writ proceedings

initiated by the private respondents and in the absence of

such deposit, option in any event was open to the

appellant to make the recovery through such

Page 21 of 26

proceedings. It is noticed that apart from the right

available to recover the amount by forfeiting the

additional security deposit, the appellant had also clearly

indicated that the subsequent sale would be made at the

‘……cost and risk’ of the private respondents herein

which would mean that the difference of the cost between

the first and second auction and the resultant loss to the

appellant if attributable to the private respondents, is

recoverable from the private respondents. However, it is

no doubt true that such recovery is to be made after

quantifying the same by following due process of law.

19. Presently, though the learned senior advocate for

the appellant had furnished a chart showing the original

price as against the resale price, thereby projecting the

net loss suffered by the appellant, the correctness of the

same cannot be adjudicated in a proceeding of the

present nature arising out of a writ proceeding. The

matter being contractual and also requiring factual

determination, the same can only be done in an

appropriate proceeding. Therefore, though at this stage

Page 22 of 26

the said amount of deposit as ordered by the High Court

cannot be considered as additional security deposit nor

the actual determination of the loss suffered, when in a

circumstance the action of the appellant to retender was

caused to be deferred, through a proceedings initiated at

the instance of the private respondent, the condition to

deposit the amount should have been considered by the

High Court in the background of its intent to protect the

interest of appellant. In that circumstance, when the

contention of loss being caused was put forth the amount

ought to have been allowed to be retained till the

procedure as contemplated in law is followed and a

decision is taken though not directly as forfeiture.

20. As noticed above, the appellant in any event would

have the right to determine the loss suffered and recover

the same in accordance with law as the process to re

tender, was at the ‘…...cost and risk’ of the private

respondent as stated in the notice of termination. In that

circumstance, when it is primafacie indicated that due

to the delay caused at the instance of the private

Page 23 of 26

respondents the value of the Kendu leaves had reduced,

thereby causing loss, in view of legal proceedings initiated

by the private respondents, the Court will have to bear in

mind the maxim actus curiae neminem gravabit, namely,

no party should suffer due to the act of Court. In such

event, since the interim order was at the instance of the

respondent the appellant should in our opinion be

permitted to retain the amount and complete the process

by providing opportunity to the private respondents.

21. In the above circumstance, the direction to refund

the amount unconditionally is not found justified and is

accordingly set aside. The appellant shall issue

appropriate notice(s) to the private respondents

indicating details about the manner in which they

computed the loss after conducting the second auction at

the ‘cost and risk’ of the private respondent. On receiving

response to the same, a detailed consideration be made

and a speaking order be passed in that regard. The

respondents are at liberty to challenge the speaking order

to be passed by the appellant and the process being

Page 24 of 26

pursuant to a contractual matter the private respondent

if aggrieved are entitled to avail their legal remedy before

the appropriate forum, in accordance with law and the

entitlement of the amount will be decided therein. As per

the speaking order passed by the appellant, if it is found

that the loss suffered is within the amount available in

deposit, appropriate adjustment should be made and the

balance if any, be refunded. On the other hand, if the

loss caused is found to be more than the amount in

deposit, the amount available shall be adjusted and the

appellant would have the liberty of initiating action for

the recovery of the additional amount, if any, in

accordance with law. Such procedure shall be completed

within the outer limit of two months from the date on

which a copy of this order is available. Until such time,

the amount available in fixed deposit as ordered by the

High Court shall be retained in the same position and

shall not be appropriated for the benefit of the appellant.

The adjustment of the amount by the appellant if made

after passing the speaking order, the same shall be

without prejudice to the contention of both parties and Page 25 of 26

the same shall be subject to the outcome of the

proceedings in the matters where the respondents may

challenge the speaking order in accordance with law.

22. Accordingly, all the appeals are allowed in part

with no order as to costs. Pending applications, if any,

shall stand disposed of.

………………………..J. (R. BANUMATHI)

.……………………….J. (A.S. BOPANNA)

………………………….J. (HRISHIKESH ROY)

New Delhi, November 28, 2019

Page 26 of 26

ODISHA FOREST DEVELOPMENT CORPORATION LTD. Vs M/S ANUPAM TRADERS

ODISHA FOREST DEVELOPMENT CORPORATION LTD. Vs M/S ANUPAM TRADERS