IMPORTANT POINT
Vicarious liability cannot be imposed on directors or officers of a company without specific statutory provisions and sufficient evidence of their active involvement in the alleged offence.

JUDGMENT :

(Shamim Ahmed, J.) :

1. Heard Shri Karunanidhi Yadav, learned Counsel for the applicant, Shri Shri Ashok Kumar Singh, learned A.G.A-I for the State-opposite party No.1.

2. As per office report dated 20.03.2024, wherein it has been stated that the Chief Judicial Magistrate, Lucknow has sent a report dated 08.06.2017 stating therein that notice upon opposite party No.2 was served but in spite of service of notice, no counsel has put in appearance on behalf of the opposite party No.2 and the case was taken up for final hearing in the revised call.

3. The present application under Section 482 Cr.P.C. has been filed on behalf of the applicant, namely-Azim Premji seeking quashing of the complaint proceedings pending before the Chief Judicial Magistrate, Lucknow in Compliant Case No.2886 of 2016; State of Uttar Pradesh vs. Azim Premji & Another, and the summoning order dated 03.09.2016 and the order dated 08.02.2017 vide which bailable warrant has been issued against the applicant.

4. Learned counsel for the applicant submitted that the applicant is the Chairman and Managing Director of Wipro Ltd. (Company) and has no interest in any shareholdings or managerial control over the M/s G4S Secure Solutions (India) Private Limited. Further, the applicant being in the Board of Directors of Wipro has nothing to do with the day-to-day operations of the Wipro office at Lucknow. The applicant has no administrative control over G4S which is an agency which provides security services.

5. Learned counsel for the applicant further submitted that vide agreement dated 18.03.2015, the company entered into an agreement with M/s G4S Secure Solutions (India) Pvt. Ltd., the service provider, to provide security services to the company. In the said agreement, it has categorically been provided under clause 2 that the service provider i.e., M/s G4S Secure Solutions (India) Pvt. Ltd. agrees to render all services there under as a service provider and any other person employed or engaged by the service provider to perform the services will act and will be considered for all purposes as an independent contractor to Wipro and not as an employee and agent of Wipro.

6. Learned counsel for the applicant further submitted that the facts in brief are that the present applicant is the Chairman and Managing Director of Wipro Limited (Company), a globally renowned Company in Information and Technology and Information Technology enabled Services domain. Wipro Group of Companies (Wipro Group) has varied other legal entities and has also diversified into various other endeavors such as Consumer Products, Lighting, Infrastructure Engineering and other related services.

7. Learned counsel for the applicant further submitted that Wipro Group is known as a Model employer with multiple employee oriented policies. Wipro Group employs highly ethical practices and conducts its business strictly on ethical and lawful principles.

8. Learned Counsel for the applicant further submitted that for providing security services at its various facilities across India, the Company engages the services of varied third party security agencies. One of such security agencies engaged by the Company known as G4S Secure Solutions India Private Limited (hereinafter referred as 'G4S') is accused no.2 in the current Complaint. The task of security services is outsourced to G4S, which is an entirely separate legal entity. It is merely an act of availing services from a specialized agency, and there is no commonality of Freight on Road management between the Company and G4S. The present applicant has no concern with, and does not have any interest in, or control over G4S, which is a separate and distinct legal entity.

9. Learned counsel for the applicant further submitted that from the perusal of the Complaint dated 26.08.2016 made by opposite party No.2, it appears that during an inspection of G4S by Labour Enforcement officer i.e. opposite party No.2, on 02.06.2016, certain alleged violatio