C O M M O N O R D E R

The Criminal Original Petitions have been filed to quash the criminal proceedings against the petitioners for the offences under Section 120B, 379, 406, 420, 447, 467, 468, 469, 471 and 506(1) I.P.C. in C.C.No.220 of 2021 pending on the file of the learned Judicial Magistrate No.I, Chengalpattu.

2. The Petitioner in Crl.O.P.No.922 of 2022 is 9th Accused and the Petitioner in Crl.O.P.No.14500 of 2022 is 1st Accused in C.C.No.220 of 2021 before the trial Court. Since both the Criminal Original Petitions are arising out of the above case in C.C.No.220 of 2021, this Court is inclined to dispose of both the Criminal Original Petitions in a common order.

3. A private complaint has been filed against 11 persons including Directors of company, previous Directors, Chartered Accountants, Company Secretary and also Sub-Inspector of Police. The crux of the allegations in the private complaint are as follows:

3.a. The Complainant was originally working under A2 one P.I.Peter, who was running a company known as “Noni Biotech Private Limited”, as a factory Manager. A1 is also working in the same Company. Since the above company was about to be closed, the defacto complainant and A1 started a company called “Herb Nutra Lab Pvt.Ltd.,” in the year 2017. A2 has entered into a Deed of Assignment to assign the trade mark in favour of the Herb Nutra Lab Pvt. Ltd., As per the agreement between the parties Health Drink has been produced by the Herb Nutra Lab Pvt.Ltd., and the rights have been given to the other company of A2 known as “Wellness Noni Ltd.,” Accordingly, the company was running healthily.

3.b. Due to the difference of opinion and disputes between the Directors and other Director/promoter A1 was carrying out illegal activities including tax evasion, production of adulterated drinks, inside the company premises, misappropriation of funds, inclusion with the employees of the company called “Wellness Noni Limited.” A1 conspired with others and inducted two new persons as directors and removed the name of the defacto Complainant as the Director of the Company by creating forged and manipulated documents in MCA e-portal with the help of A10 and A9 Chartered Accountant and Company Secretary respectively. Besides when the defacto complainant was not in the office, the documents were also removed by A1. The defacto complainant also came to know that new Director Kokila was inducted in respect of which he has given a complaint before the Sub-Inspector of Police as he has failed to take action. He has also made as Accused No.8. According to the defacto complainant A9 has forwarded Forms to the RoC indicating that Kokila was appointed as Director and the auditor was also filed such documents before Registrar of Companies. The previous complaint given by the defacto complainant pending investigation by the Kelambakkam Police. According to him all the documents submitted to the Registrar of Companies are forged documents. Hence, he filed private complaint.

4. On a perusal of the private complaint the trial Court took cognizance of the same. Learned counsel appearing for the Petitioner would contend that there is a dispute between the Directors and new Directors were inducted. Merely because the same has been notified with the Registrar of Companies, such action never be construed as creation of false documents and amount to forgery. It is the contention that similar complaint is also given before the Police in Cr.No.27 of 2021 and the FIR has been registered which was also challenged before the Court in Crl.O.P.No.3636 of 2021 and this Court has granted stay of investigation on 26.02.2021. On the same set of allegations again a private complaint has filed against 11 persons including the Company Secretary and Chartered Accountant who said to have submitted documents to the Registrar of Companies. Therefore, merely because there was a change of Directorship certain documents were filed before the Registrar of Companies such act would