IN THE HIGH COURT FOR THE STATES OF PUNJAB AND HARYANA AT CHANDIGARH Reserved on : 08.08.2025 Pronounced on : 17.09.2025 Ramanand Pulavarti ...Petitioner Versus Indiabulls Housing Finance Ltd. ...Respondent CORAM: HON'BLE MRS. JUSTICE MANISHA BATRA Present:- Mr. Gaurav Chopra, Senior Advocate with Mr. Reshabh Bajaj, Advocate for the petitioner.

Mr. Naren Pratap Singh, Advocate and Mr. Kunal Dawar, Advocate for the respondent.

MANISHA BATRA, J.

1. Prayer in this petition, filed under Section 482 of the Code of Criminal Procedure (for short ‘the Code’), is for quashing of Complaint bearing NACT No. 28378 of 2018, titled as Indiabulls Housing Finance Limited vs. Samruddhi Realty Ltd., as well as for quashing of order dated 22.04.2019 (Annexure P-11), whereby the petitioner along with co-accused has been ordered to be summoned to face trial for commission of offence punishable under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 (for short ‘N. I. Act’) and all the proceedings having emanated therefrom.

2. The aforementioned complaint has been filed by the respondent- complainant against Samruddhi Realty Ltd. (hereinafter to be mentioned as ‘accused company’) and its directors on the allegations that it had advanced loan to the tune of Rs. 3,30,00,000/- to the accused company. A loan agreement was executed. The accused company and its directors had agreed to repay the loan as per the schedule. To discharge their liability to repay the loan, a cheque for a sum of Rs.16,31,595/- was issued by them in favour of the complainant. The said cheque was, however, dishonoured. Even on legal notices being issued against the accused company and its directors, the amount of cheque was not paid, thereby compelling the complainant to file the aforementioned complaint.

3. On receipt of the complaint and after recording preliminary evidence, the learned trial Court passed the order dated 22.04.2019, thereby summoning the accused company and its directors to face trial for commission of offences punishable under Sections 138 and 141 of the N. I. Act. The petitioner was also summoned in the capacity of one of the directors. Feeling aggrieved with the impugned order dated 22.04.2019, the present petition has been filed.

4. It is argued by learned senior counsel for the petitioner that the impugned order is not sustainable qua him since he was Chief Executive Officer of a limited liability partnership company namely Essel Finance Advisors and Managers (for short ‘Essel Finance’), which had entered into agreement with the accused company in the year 2016, thereby agreeing to invest a sum of Rs.75 crores with the accused company. A debenture subscription agreement was executed and one Debenture Trust Deed was signed on 30.09.2016, as per which, Essel Finance was given right to appoint one or more of its directors (except Nominee Director) on the Board of the accused company. Subsequently, the Article of Association of the accused company was amended to incorporate the right of Essel Finance to appoint Nominee Director. The petitioner was appointed as a Nominee Director in a non-executive role on behalf of Essel Finance w.e.f. 04.01.2018 and the requisite Form DIR-12 was filled as per the mandate of Companies Act, 2013.

5. Learned senior counsel has further submitted that he had resigned from the post of Nominee Director on 11.06.2019. While being Nominee Director with the accused company, he was neither the incharge of, nor responsible for day to day conduct of business of the accused company and he came into being as a Nominee Director only on account of the fact that his employer had invested in the accused company and the only role assigned to him was to ensure that the investment made by Essel Finance was not misused. 6. It is further argued by learned counsel for the petitioner that as per clauses of the Debenture Trust Deed, the Nominee Director of Essel Finance was not to be the incharge in control of day to day management of