The court determined that mere breaches of contract do not constitute criminal offences without proof of fraudulent intent, emphasizing that civil disputes should not be converted into criminal complaints.

ORDER :

J. C. DOSHI, J.

1. Heard learned advocate Mr. Aadit R. Sanjanwala for the petitioner, learned advocate Mr. Dipan Desai for respondent No.2, and the learned APP for the respondent–State.

2. By way of the present petition, petitioners have prayed for the following reliefs:-

“a) YOUR LORDSHIPS may be pleased to exercise the powers under Section 482 of Code of Criminal Procedure, 1973 and thereby be pleased to quash Private Criminal Case No.1 of 2013 filed by the Respondent No.2 before the learned Metropolitan Magistrate, Court No.2, Ahmedabad (Annexure A to the present petition) as well as the order dated 1.2.2013 passed by the learned Metropolitan Magistrate, Court No.2, Ahmedabad directing inquiry under Section 202 of the Code of Criminal Procedure, 1973;

(aa) YOUR LORDSHIPS may be pleased to quash and set aside the order dated 2.8.2013 passed by the learned Metropolitan Magistrate in Criminal Case No.85 of 2013 whereby the learned Magistrate ordered issuance of Non-

Bailable Warrants against the applicants;

(b) During the pendency and final disposal of this application, YOUR LORDSHIPS may be pleased to stay all further proceedings in connection with Private Criminal Case No.1 of 2013 filed by the Respondent No.2 before the learned Metropolitan Magistrate, Court No.2, Ahmedabad, and be further pleased to stay the operation, implementation and execution of the order dated 1.2.2013 passed by the learned Metropolitan Magistrate, Court No.2, Ahmedabad;

bb) During the pendency and final hearing of this petition, YOUR LORDSHIPS may be pleased to stay the operation, implementation and execution of the order dated 2.8.2013 passed by the learned Metropolitan Magistrate in Criminal Case No.85 of 2013 whereby the learned Magistrate ordered issuance of Non-Bailable Warrants against the applicants in the facts and circumstances of the case;”

BRIEF FACTS OF THE CASE ARE AS UNDER:-

3. The case has its genesis in an alleged purchase by Respondent No.2 in November 1993 of Rs.1,600 equity shares of 10 each of the Applicant No.1 Company (subsequently subdivided into Rs.16,000 shares of 1 each) through a stockbroker, Tradeco International. The said shares, along with duly signed transfer deeds, were allegedly lost in transit, leading the Complainant – Respondent No.2 to institute Civil Suit No.451 of 1995 before the learned City Civil Court, Ahmedabad, seeking an injunction restraining the Company from transferring the shares. By order dated 14.07.1995, a permanent injunction was granted. Notably, prior to the suit and the injunction

order, 100 of the said shares (post-subdivision, Rs.1,000 shares of 1 each – “suit shares”) had already been transferred on 22.04.1994 to Respondent No.3 on the basis of a transfer deed stamped on 09.11.1993 and executed on 13.12.1993.

3.1. Subsequent proceedings ensued, including Civil Suit No.2215 of 1997 seeking issuance of duplicate shares, which was dismissed for want of jurisdiction. The Complainant thereafter approached the Company Law Board, Western Region Bench, Mumbai, culminating in a consent order dated 10.02.2006 for issuance of 13,000 shares to Respondent No.2, with 1,000 suit shares to remain in the safe custody of the Company pending adjudication of ownership. The petition filed by Respondent No.2 against Respondent No.3 in respect of the suit shares was dismissed by the CLB on 20.06.2007. The Complainant’s OJ Appeal No.202 of 2007 before the High Court of Gujarat was withdrawn on 23.08.2012 to enable proceedings before the Bombay High Court, with the interim injunction continui