IN THE HIGH COURT OF PUNJAB & HARYANA AT CHANDIGARH Reserved on : 03.11.2025 Decided on : 09.12.2025 M/s Radeena Jayachandran & Ors.

..... Petitioners VERSUS M/s H&R Johnson (India)

..... Respondent CORAM: HON’BLE MR. JUSTICE SURYA PARTAP SINGH Argued by : Mr. D.N. Ganeriwala, Advocate for the petitioners.

Mr. Aditya Jain, Advocate and Mr. Rahul Vohra, Advocate for the respondent.

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SURYA PARTAP SINGH, J.

1. By invoking the extraordinary jurisdiction vested in this Court by virtue of Section 482 of Criminal Procedure Code, hereinafter being referred to as ‘CrPC’ only, the present petition has been filed for quashing of order dated 07.08.2019, passed by the learned Additional Sessions Judge Gurugram, hereinafter being referred to as ‘revisional Court’ only, (Annexure P-10) and order dated 24.09.2018, passed by the learned Judicial Magistrate First Class Gurugram, hereinafter being referred to as ‘trial Court’ only, (Annexure P-9).

2. The abovementioned orders have been passed with regard to summoning of petitioners as accused in a complaint, filed by the respondent/complainant under Section 138 of Negotiable Instruments Act, hereinafter being referred to as ‘NI Act’.

3. The pith and substance of the complaint filed by the respondent/complainant, hereinafter being referred to as ‘respondent’ only, is that the respondent is a ‘Private Limited Company’ incorporated under the ‘Companies Act, 1956’, and carrying the business of integrated building material across the country, and abroad. According to respondent, ‘M/s Narmada Business Links Pvt. Ltd.’, i.e. accused No.1, had a business dealing with the respondent, and that the petitioners being Directors and ‘Mr. Jayachandran Ramchandran’ being Managing Director, had issued a cheque in favour of respondent in the discharge of liability of accused Company, namely ‘M/s Narmada Business Links Pvt. Ltd.’. According to respondent, the abovementioned cheque for a sum of Rs.64,47,416/- was issued under the assurance that if presented before the banker, it will be encashed, but the same was dishonoured by the banker of accused Company, and thus, ‘Mr. Jayachandran Ramchandran’ being Managing Director and the petitioners being Directors of the Company, who had signed the cheques, are responsible for the commission of abovementioned offence.

4. It has also been alleged by the respondent that before filing of company, a legal notice was also served upon the petitioners and the Managing Director of the Company, but the payment was not made. Hence, the complaint under Section 138 of NI Act.

5. The present petition has been filed by the petitioners alleging therein that although the petitioners are Directors of the Company, but they have nothing to do with the day-to-day working of the Company, and that the entire affairs of the Company are being looked after and managed by the Managing Director ‘Mr. Jayachandran Ramchandran’ only. According to petitioners, the petitioners No.2 and 3 are living in Dubai for the last 25 years, and that they have a ‘Permanent Residence Visa’ for Dubai, whereas the petitioner No.3 is wife of Managing Director ‘Mr. Jayachandran Ramchandran’. According to petitioners, they have been falsely implicated (as accused) in the complaint, by alleging that they were signatory to the cheque, whereas the cheque was not signed by the petitioners, and it signed by ‘Mr. Jayachandran Ramchandran’ only.

6. It has also been contended by the petitioners that when a legal notice was served by the respondent through its counsel, it was brought into the knowledge of the respondent that petitioners have nothing to do with the day-to-day business of the Company, and therefore, any criminal liability with regard to payment of any dues cannot be fastened upon the petitioners. The petitioners have alleged that the order dated 24.09.2018 passed by the learned trial Court is an outcome of total non-application of judicial mind and that neither reply notice has been discussed in the order, nor the role