ORDER

Present petition is preferred by the petitioner under Section 482 of

Cr.P.C. seeking quashment of order dated 28/7/2022 passed in Criminal Case No. SC/128/2016 (Annexure P/1) whereby, application preferred by petitioner under Section 317 read with Section 205 of Cr.P.C. has been rejected. Petitioner has taken exception to the complaint filed by respondent No. 2 and seeks quashment of the complaint so far as it relates to the petitioner.

2.

“A. The impugned Order dated 28/07/2022 passed in Criminal Case No. SC/128/2016 titled as “Registrar of Companies Vs. M/s. Plethico Pharmaceutical Limited and Others” by Learned IX Additional Sessions Judge, Gwalior/ Special Court (Companies Act, 2013), Gwalior,

Madhya Pradesh and

B. By quashing the criminal proceedings pending before Learned IX Additional Sessions Judge, Gwalior/Special Court (Companies Act, 2013), Gwalior, Madhya Pradesh in Criminal Complaint No. SC/128/2016 titled as “Registrar of Companies Vs. M/s. Plethico Pharmaceutical Limited and Others” so in far as related to the present Petitioner in the interest of justice. Or

II. The petitioner further prays to grant any other relief which the Hon'ble Court deems fit and proper in the facts and circumstances of the present case to secure the ends of

Justice.”

3. Pharmaceuticals Private Limited (hereinafter shall be referred to as “Company”) was incorporated as private limited company under companies Act, 1956. Later on it got converted into a Limited Company and it continued to be so. Petitioner as submitted was appointed as Additional Director in the category of Non-executive Independent Director in the Company w.e.f. 29/11/2006 pursuant to Section 263 of Companies Act, 1956. As the Company was listed Company, pursuant to clause 49 of Listing Agreement, it was required in the composition of Board to have minimum two Directors in the category of Non-executive

Independent Directors.

4. Section 58-A of Companies Act, 1956 and accordingly the Company issued invitation for acceptance of deposits vide advertisement dated 14/2/2011. In the said advertisement, petitioner was shown as Independent Director. In response to the said invitation, the said Company received deposits which were to be paid back after a specified time. Board of Directors specifically authorized Chairman cum Managing Director, CEO cum Whole-time Director of the Company to repay the deposits and for necessary compliance related to the said deposits accepted by the

Company.

5. of deposits by the Company to the depositors then the petitioner as alleged, tried to raise objections and ultimately he resigned from the

Company on 16/4/2015 as per Form DIR-11 showing the resignation of petitioner w.e.f. 31/03/2015. It further appears that Company filed an application seeking extension of time to repay the deposits before Learned Company Law Board, Mumbai and said Board vide order dated 11/3/2015 directed the Managing Director of the Company to make immediate payment to respective fixed deposit holders.

6. 4/2/2015 and 13/2/2015 which were issued by Assistant Registrar of Companies, Madhya Pradesh at Gwalior alleging therein non-compliance of Section 58-A(9) of Companies Act, 1956 and 74(2) of the Companies Act, 2013, required the petitioner to explain why the prosecution should not be launched against him in the Court of law under Section 58-A(10)

of Companies Act, 1956 and Section 74(3) of Companies Act, 2013.

7. Citibank under Section 433(e)(f) read with Section 434 of Companies Act, 1956 which was registered as Company Petition No. 35/2013; wherein, Coordinate Bench of this Court at Indore vide order dated 7/4/2015

appointed Official Liquidator as Provisional Liquidator.

8. Affairs, respondent No. 2 filed a complaint before CJM, Gwalior against the Company, its Managing Director, Whole Time Director, Key Managerial Personnel, Company Secretary and also against the petitioner as Independent director and same was registered as Criminal Complaint

No. 1627/2015 in which CJM issued summ