IMPORTANT POINT
In case of allegations against Managing Directors of a company, unless specific allegations are leveled against the accused in the role particularly played by the petitioner in his capacity as the Managing Director, the criminal liability cannot be fastened upon him.

ORDER :

This is a petition filed by the 2nd accused seeking to quash the private complaint, pending on the files of Judicial First class Magistrate Court-III, Kottayam as C.C No.1649/2015 against him. The true copy of the private complaint is appended to the petition on hand as Annexure-D.

2. Annexure-D was lodged by one Mr.Nazeer T.M as complainant under Section 190 & 200 r/w Sub-Section (3) of Section 156 of the Code of Criminal Procedure, 1973 (for short, 'the Cr.P.C'). The complainant is allegedly engaged in a small scale business in rubber & petroleum products near Karukachal, Kottayam District and the 1st accused is a Public Limited Company registered under the Companies Act, 1956, having its registered Office at First Floor, MES Building, Ernakulam and Corporate Office at 36-202, JJ Complex, Diary Methanam Road, Kochi-682024. The Company is a financial service provider and is engaged in the business of equity and commodity broking. The 2nd accused, the petitioner herein was arrayed as the Managing Director of the 1st accused Company. The 3rd accused is the Branch Manager of the 1st accused Company and the 4th accused is the commodity Dealer of the Company at Kottayam Branch. During the month of December 2013, the 1st accused Company through its representatives, including tele-marketing representatives, approached the complainant and made him believe that the 1st accused company, which was known earlier as JRG Securities Ltd, started in the year 1994 is a pioneer in equity and commodity trading business with international reputation. The representatives of the Company made the complainant believe that quality investment solutions and profits will be offered by the Company within a short span of time. Thus, they persuaded the complainant to invest money with the 1st accused Company and to start depository and trading account with the Company.

3. It was alleged that the company represented by the Managing Director, the Managing Director himself and the Branch Head of Inditrade Derivatives and Commodities Ltd. and the Commodity Dealer of the company aforesaid were responsible for the transactions done by the company and accordingly, they were also arrayed as accused in the complaint.

4. According to Sri.Joseph Sebastian Purayidam, the learned counsel, in Annexure D complaint all the officials of the company were implicated as accused alleging commission of offences punishable under Sections 120B, 403, 409 and 420 r/w Section 34 IPC. According to the learned counsel, though the petitioner was arrayed as 2nd accused, allegations or accusations of his involvement have not been raised against him in his capacity as the Managing Director of Inditrade Derivatives and Commodities Ltd in Annexure D, warranting such implication. According to him, criminal liability cannot be fastened on him for want of his participation individually in his capacity as the Managing Director in the commission of each of the offences. In the above context, it was pleaded by the learned counsel that the proceedings as against the petitioner initiated by Annexure D is liable to be quashed invoking the power under Section 482 Cr.P.C.

5. The learned counsel for the petitioner has also cited M/s.GHCL Employees Stock Option Trust v. M/s.India Infoline Limited (Crl. Appeal No.494/2013 arising out of SLP (Crl) No.3217 of 2010), an unreported decision of the Apex Court to strengthen his argument. The learned counsel has specifically relied on Paragraphs 18 to 20 of the decision supra and those are extracted hereunder:-

“18. From bare perusal of the order passed by the Magistrate, it reveals that two witnesses including one of the trustees were examined by the complainant but none of them specifically stated as to which of the accused committed breach of trust or cheated the complainant except general and bald allegations made therein. While ordering issuance of summons, the learned Magistrate concluded as under:-“The complainant has submitted that the accused Nos.2 t