Hon’ble Om Prakash-VII, J.—Since these two applications under Section 482 CrPC have been filed against the same order and have been heard together, the same are being decided by this common order. Application No. 24126 of 2010 is being treated as leading case.

2. These applications under Section 482 CrPC have been filed with the prayer to quash the summoning order dated 3.9.2009 passed by the Chief Judicial Magistrate, Saharanpur in Case No. 214 of 2010 (Smt. Seema v. V. Chandrakeshkaran and others) under Sections 406, 420, 120-B, 504, 506 IPC, P.S. Sadar Bazar, District Saharanpur. Further prayer has been made to stay the further proceedings of the aforesaid case.

3. Heard Shri Navin Sinha, learned Senior Counsel assisted by Shri Amit Saxena, learned counsel for the applicants, Shri Santosh Kumar Tiwari, learned counsel for the complainant and the learned AGA appearing for the State and perused the record.

4. It is submitted by the learned Senior Counsel that the applicant (V. Chandrakeshkaran) was the Chairman and Executive Officer of Pentamedia Graphics Limited (in short the ‘Company’) whereas the applicant (G. Swami Nathan) was the Company Secretary of the aforesaid Company. Neither they are concerned with the present matter nor the alleged offences are attracted against them. The concerned Magistrate while passing the impugned summoning order did not take into account the essential ingredients required under law to constitute the offence under Sections 406, 420, 120-B IPC. It is further submitted that the applicant G. Swami Nathan preferred a Writ Petition before the Madras High Court to change the name of the Company on 8.11.2004 which was allowed and information in that respect was published in the news-paper. A scheme was formulated by the Madras High Court on the amalgamation application under the Companies Act in the aforesaid Writ Petition. It is not disputed that the complainant was share-holder in the said Company but since the face value of the share depends upon the time to time ups and down of the share market, the applicants were not responsible for payment of the share at the rate when the same were purchased. As is clear from the material available on record and the affidavits filed in the matter, each and every share-holders were informed about the proceeding pending before the Madras High Court for their objections. At this stage, learned Senior Counsel has referred to paragraph 3 of the counter-affidavit and the notice sent by the Madras High Court to share-holders. Learned Senior Counsel also referred to the judgment of the Madras High Court passed in the said writ petition as well as the Scheme. Referring to the contents of the complaint and the statement recorded under Sections 200 and 202 Cr.P.C., it is also contended that the concerned Magistrate while passing the summoning order did not apply judicial mind. If the facts mentioned in the complaint are taken as true then also offence under Sections 406 and 420 IPC are not made out against the applicants. Telephonic information said to have been obtained by one Sushil Kumar Chauhan, a broker, cannot be a ground to initiate proceedings against the applicants. Offence regarding insult, threat /intimidation said to have been caused by the co-accused Sushil Kumar Chauhan can also not be a ground to prosecute the applicants. If telephonic conversation was not made by the applicants with the complainant then neither the offence under Sections 504 and 506 IPC nor under Section 120-B IPC are made out. Referring to the decision/scheme formulated in the said writ petition by the Madras High Court and the provisions of Sections 391, 392 and 393 of the Old Companies Act, corresponding to the provisions of Sections 230, 231 and 232 of the Companies Act, 2013, it is submitted that if there was any grievance to any of the share-holders, they might approach the Madras High Court for modification in the judgment passed in the said writ petition. Thus on this gr