( 1 ) BY this order, two applications (Crl. M. (M) 1064/98 and Crl. M. (M) 3524/97) both for anticipatory bail under Section 438 of the Code of Criminal Procedure (for short "the Code), filed by Shri K. K. Dhawan and Smt. Veena Dhawan, former being the husband and latter his wife are being disposed of.

( 2 ) BRIEFLY, the facts are that M/s. Hi-Tech Gears Ltd. , New Delhi in their complaint dated 22nd April 1997 addressed to The Deputy Commissioner of Police (Crime and Railway) had lodged a report against the two petitioners besides the company M/s. Yogi Pharmacy Ltd. (for short "ypl") and other persons working in the said company. On the basis of that complaint, a case FIR No. 994/97 was registered at Police Station Malviya Nagar, New Delhi u/s 420/468/471/120-B Indian Penal Code.

( 3 ) THE allegations made are that YPL had approached the complainant company through its Managing Director Mr. K. K. Dhawan for advancing an Inter-Corporate Deposit (for short "icd") of Rs. 50. 00 lakhs in September 1995. The complainant company after considering the request had agreed to advance only a sum of Rs. 40. 00 lakhs for a period of 90 days as an ICD, subject to YPL furnishing proper security to secure its payment. In consideration thereof, Mr. K. K. Dhawan who was the Managing Director of the said company YPL, and his wife Smt. Veena Dhawan had agreed and given share certificates Nos. 00000233 for 40,000 shares in the name of Shri K. K. Dhawan and share certificates Nos. 0001652, 0001653 and 0001654 comprising of 27,900, 10,000 and 8,000 shares respectively in the name of Mrs. Veena Dhawan which were registered in their names in the register of the company against folio No. 000011 and 000014 respectively. Shri K. K. Dhawan and Smt. Veena Dhawan in their separate letters dated 19. 9. 1995 had pledged the aforesaid shares/securities as security for the repayment of the aforesaid amount, gave blank transfer forms in respect thereof, duly signed and executed by them, and inter alia further gave separate declarations to the effect that "we hereby declare that the said securities are our absolute property as owner thereof and the same are unencumbered and we hereby agree and undertake that till the entire amount of ICD is paid off in full together with interest etc. , we shall not sell and/or encumber the said securities in any manner whatsoever. . . . . . ". Both of them had also executed deed of guarantee dated September 19, 1995 for the repayment of the aforesaid amount. A letter dated September 19, 1995 purported to have been signed by one Ms. Reena Gupta as Company Secretary for YPL was also handed over which was to the following effect :-

"1. THAT share certificate Nos. 00000233 for 40,000 shares in the name of Shri K. K. Dhawan and share certificate Nos. 0001652, 0001653 and 0001654 for 27,900, 10,000 and 8,000 shares respectively in the name of Mrs. Veena Dhawan stand registered in their respective names vide registered folio no. 000011 and 000014 respectively.

2. THAT the said 85,900 shares are neither encumbered/hypothecated/under lien/under any charge nor within any lock-in-period. "

( 4 ) AN amount of Rs. 40 lakhs was paid by the complainant to YPL for which Shri K. K. Dhawan as Managing Director had also executed a receipt dated September 20, 1995 acknowledging the receipt of Rs. 40. 00 lakhs and a demand promissory note dated September 20, 1995 promising to pay an amount of Rs. 40. 00 lakhs on demand after three months.

( 5 ) THE amount was not repaid on maturity. However, a sum of Rs. 10. 00 lakhs was paid on 12. 1. 1996 by means of a cheque and another cheque of Rs. 30. 00 lakhs given was dishonoured for lack of adequate funds. Both K. K. Dhawan and Veena Dhawan thereafter on 6. 4. 1996 had executed further documents, namely, one letter acknowledging the dues of Rs. 30. 00 lakhs plus interest @ 27% per annum and undertaking that YPL shall not raise any objection nor refuse to register any transfer made by the compl