- 1 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 20TH DAY OF FEBRUARY, 2025 BEFORE THE HON'BLE MR JUSTICE S.R.KRISHNA KUMAR CRIMINAL PETITION NO. 764 OF 2025 BETWEEN: SRI V SHIVARAJU, VENKATARAMAN, AGED: 54 YEARS, R/A NO.1/355 KOTRALAPALLI, SAPPADI POST, NALLAGANAKOTHAPALLI KONERUIPALLI, KRISHNAGIRI TAMILNADU - 635 117. …PETITIONER (BY SRI. NAGARAJU M C., ADVOCATE) AND: 1. STATE OF KARNATAKA BY SAMPANGIRAMANAGARA POLICE STATION BANGALROE CITY. 2. M/s. PROPTECH ADVISORS PRIVATE LIMITED NO.22, 5TH FLOOR, HARA CHAMBERS, K.H. RAOD, BANGALORE 560 027, REP BY ITS DEPUTY LEGAL MANAGER AJAY KUMAR B R., …RESPONDENTS (BY SMT. RASHMI JADHAV, ADDL. SPP FOR R1; Ms. SANJANA S.S., ADVOCATE FOR R2) THIS CRL.P IS FILED U/S 482 CR.PC (FILED U/S 528 BNSS) BY THE ADVOCATE FOR THE PETITIONER PRAYING THAT THIS HONOURABLE COURT MAY BE PLEASED TO QUASH THE ENTIRE PROCEEDINGS VIDE ANNEXURE-C IN C.C.NO.6892/2023 (CR. Digitally signed by VANAMALA N Location: HIGH COURT OF KARNATAKA - 2 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 NO.100/2021) ON THE FILE OF LEARNED VI A.C.M.M. AT BENGALURU FOR THE OFFENCE P/U/S 419, 420 OF IPC. THIS PETITION, COMING ON FOR ORDERS, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR JUSTICE S.R.KRISHNA KUMAR ORAL ORDER In this petition, the petitioner seeks the following reliefs: i) Quash the entire proceedings vide Annexure- C in C.C.No.6892/2023 (Crime No.100/2021) on the file of Learned VI Additional Chief Metropolitan Magistrate at Bangalore for the offences punishable under Section 419, 420 of IPC. (ii) Pass such other order or orders as this Hon'ble Court deems fit to grant under the facts and circumstances of the case, in the interest of justice." 2. The petitioner is physically present along with his learned counsel. So also Smt.Sanjana S.S., authorized representative of respondent No.2/company is physically present. 3. Both sides submit that the dispute between the parties has been amicably settled vide the settlement agreement dated 28.06.2022 and the impugned proceedings may be quashed. The said settlement agreement reads as under: - 3 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 "THIS SETTLEMENT AGREEMENT ('Agreement') is made and executed on this 28th day of June 2022 at Bangalore. By and Between: Granite Realty Private Limited (CIN U70102MH2009PTC194961), a company incorporated under the provisions of the Companies Act, 1956, having its registered office at Plot 53, 53/1 Vishweshwar Nagar Road, Goregaon East, Near Pravasi Indl. Est., Mumbai 400063, Maharashtra (hereinafter referred to as 'GRPL) represented by its Authorized Signatory, Mr. Mukesh Agarwal, S/o. Sh. Om Prakash Mittal, who has been duly authorized by a resolution passed by the board of Directors of GRPL in their meeting held on 24/06/2022 to execute this Agreement on behalf of GRPL, of the First Part. AND White Bird Realty Private Limited (CIN: U70101MH2010PTC198677), a company incorporated under the provisions of the Companies Act, 1956, having its registered office at Plot 53, 53/1, Vishweshwar Nagar Road, Goregaon East, Near Pravasi Indl. Est., Mumbai 400063 Maharashtra (hereinafter referred to as 'WBRPL) represented by its Authorized Signatory, Mr. Mukesh Agarwal S/o Sh. Om Prakash Mittal who has been duly authorized by a resolution passed by the board of Directors of WBRPL in their meeting held on 24/06/2022 to execute this Agreement on behalf of WBRPL, of the Second Part. AND Proptech Advisors Private Limited (CIN: U70200KA2018PTC119647), a company incorporated under the provisions of the Companies Act, 1956, having its Registered Office at No.36, 'Crown Point, Lavelle Road, Bengaluru-56 00 001 (hereinafter referred to as 'PAPL) represented by its Managing Director Mr. Adarsh Narahari, Son of B.S.N. Hari, who has been duly authorized by a resolution passed by the board of Directors of PAPL in their meeting held on 28th June 2022 to execute this Agreement on behalf of PAPL, of the Third Part. In this Agreement, and unless otherwise expressly provided for, (i) the expressions 'GRPL', 'WBRPL' and 'PAPL' are collectively referred to as Parties' and individually as a 'Party'; (ü) GRPL' and 'WBRPL' are collectively referred to as 'the Owners'; - 4 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 (iii) the expressions 'GRPL', 'WBRPL' and 'PAPL' mean and include them and their respective successors in interest, administrators, assigns, etc. unless repugnant or contrary to the meaning or context thereof; (iv) words importing the singular include the plural and words importing the masculine gender shall include the feminine gender and, in each case, vice versa; (v) the word 'including' shall always be deemed to be followed by the words 'without limitation' whether or not expressly provided; (vi) an obligation on a party to do an act includes the obligation to cause the act to be done. An obligation on a party not to do an act includes an obligation to cause the act not to be done; and (vii) references herein to statutes and other legislation includes re-enactments, modifications and amendments thereof, rules, regulations and any subordinate or subsidiary legislation made under any such statute or other legislation, as in force for the time being. WHEREAS: A. The Parties i.e. GRPL, WBRPL and PAPL entered into a Memorandum of Understanding dated 06.02.2020 (hereinafter referred to as the 'MoU') and an Agreement of Sale dated 11.03.2020 (hereinafter referred to as the 'ATS) in respect of the proposed sale of the land owned by GRPL and WBRPL, which land is described in detail in the MoU and the ATS and is hereinafter referred to as the 'Said Land'. B. That certain disputes and differences arose between the Owners and PAPL under the MoU and the ATS. The Owners terminated the MoU and the ATS. PAPL invoked arbitration under the arbitration agreement contained in the ATS. An arbitration tribunal comprising of Hon'ble Mr. Justice E. Padmanabhan (Retd.), Hon'ble Mr. Justice K. Kannan (Retd.) and Hon'ble Mr. Justice R. Balasubramanian (Retd.) has been constituted and the arbitration proceedings are pending adjudication (hereinafter referred to as 'Arbitration Proceedings'). PAPL has filed its claims in the Arbitration Proceedings (hereinafter referred to as 'Claims'), which are denied and disputed by the Owners. The Owners have filed their counter claims in the Arbitration Proceedings (hereinafter - 5 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 referred to as 'Counter Claims') which are denied and disputed by PAPL. C. In order to put an end to all the disputes, and to fully and finally settle all the Claims, Counter Clains, etc., the Parties have mutually negotiated for settlement and have arrived at an amicable agreement of their own free will, without admitting any liability/ allegation made against each other and without any undue influence, coercion etc. D. The parties are desirous of reducing the terms of their agreement into writing and have for that purpose, entered into this Agreement. NOW THEREFORE, THIS AGREEMENT witnesses as under:- 1. The Parties mutually agree and accept that the MoU i.e. the Memorandum of Understanding dated 06.02.2020 and also the ATS i.e. the Agreement of Sale dated 11.03.2020 executed between the Parties stands terminated. 2. PAPL shall not dispute or deny the termination of the MoU and the ATS. PAPL shall not seek any performance of the MoU and the ATS and PAPL shall also not make any claim against the Owners for compensation. The Parties agree that no right of any nature survives in favour of PAPL against the Owners and/or the Said Land under the MoU and the ATS or even otherwise. PAPL agrees to abandon/ waive its Claims against the Owner in the Arbitration Proceedings. The Owners agree to abandon /waive their Counter Claims against PAPL in the Arbitration Proceedings. 3. PAPL accepts and acknowledges that the entire amount of Rs.2.50 crores (Rupees two crores and fifty lakhs only) paid by it under the ATS has already been refunded and returned by the Owners to PAPL. 4. PAPL has on the date of the execution of this Agreement returned to the Owners the two post dated security cheques both dated 10.07.2020 and bearing nos. 016905 and 016954 given as per clause 6 of the ATS to the Owners. 5. As a measure of amicable settlement, in full and final settlement of all claims, demands, disputes, etc. of PAPL against the Owners; under the MOU and the ATS, the Said Land including the Claims of PAPL which are the subject matter of the Arbitration proceedings, the Owners have paid a lumpsum amount of Rs. 35,00,000/- (Rupees Thirty Five Lacs only) to PAPL in the following manner: - 6 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 a. a sum of Rs. 28,00,000/- has been paid by GRPL to PAPL by Pay Order No 036871 dated 20/06/2022 drawn on IDBI BANK Kirti Nagar, Delhi; and b. a sum of Rs. 7,00,000/- has been paid by WBRPL to PAPL by Pay Order No. 036872 dated 20/06/2022 drawn on IDBI BANK Kirti Nagar, Delhi. The receipt and sufficiency of which is hereby admitted, accepted and acknowledged by PAPL. 6. PAPL shall cooperate with GRPL and WBRPL to withdraw the FIR bearing no. 0100/2021 dated 25.10.2021 filed by PAPL before the police station Sampangiramanagar, Halasurgate Sub-Division, Bengaluru City ('FIR). In case, the said FIR cannot be withdrawn, then, the Parties will co operate with each other and within 30 days from the date of this agreement file a joint petition before the Hon'ble High Court to seek quashing of the said FIR at the cost of GRPL and WBTPL 7. All complaints etc. filed by the parties against each other (including any police complaints filed by them against each other) shall be withdrawn. All letters issued by parties to each other and allegations made by them against each other also stand withdrawn. 8. No party hereto shall make any claim against the other party towards damages, loss, breaches etc. arising out of or in relation to or in respect of the ATS/ MoU. All allegations/ claims /demands made by the parties against each other are hereby withdrawn fully. 9. The Parties hereby waive, relieve, release and forever discharge each other from all their respective rights, obligations, liabilities under the ATS and MoU and also from any and all complaints, Claims, Counter Claims, demands, rights, obligations, actions, disputes, allegations etc. of whatever kind or nature, whether in law or in equity, whether known or unknown, which the parties had or have against each other arising out of or under or in relation to or in connection with the MoU and the ATS including those which are Proceedings. 10. Without prejudice to generality of the foregoing, it is expressly agreed and accepted by the parties that this Agreement is and is intended to be a general waiver, discharge, settlement and release of any and all disputes, claims, demands etc. that the parties had or have against each other, whether known or unknown arising out of or under or in relation to or in connection with the MoU and - 7 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 the ATS, the Said Land and the Arbitration Proceedings. The parties hereto agree, undertake and declare that they shall not, either directly or indirectly by themselves or through any person acting under their authority or instructions or claiming through or under them, raise any dispute or pursue any claim or action against the other party before any court, forum, tribunal or any other authority whether statutory or non statutory, in respect of any dispute, claim, etc. towards damages, specific performance, loss, non-performance, compensation, breaches etc. arising out of or in relation to or in respect of the MoU and the ATS. 11. The MoU and the ATS and all documents, communications in furtherance thereof (excluding the termination letter dated 07.09.2021) are hereby revoked/ cancelled/ terminated. The parties hereto are completely discharged from all their rights, obligations, liabilities etc. under the MoU and the ATS. The rights of the parties shall henceforth be governed by the terms of this Agreement, which alone is the sole repository of all the rights, obligations and liabilities of the parties hereto. 12. This Agreement contains the entire and final agreement between the parties hereto. No amendment, modification, supersession, suspension, cancellation of this Agreement shall be valid and/or binding unless it is in writing and signed all by the parties hereto. 13. PAPL shall make an individual application for the withdraw of claims/case in the Arbitration Proceedings and submit a copy of the same to GRPL and WBRPL. Simultaneously, GRPL/WBRPL will pray for withdraw of the counter claim. The case would be withdrawn within 10 days from the date of this agreement. 14. This Agreement is being executed in two counterparts. However, the counterparts do not form or constitute separate agreements but they form the same agreement between the parties hereto. Each counterpart shall be deemed to be an original. 15. The parties agree that they shall take necessary steps to withdraw/ cease any litigation or proceeding initiated by them before any Court / Tribunal / Quasi Judicial Tribunal, etc. In witness whereof, the parties hereto have signed this Agreement hereunder on the date and place first above written." - 8 - NC: 2025:KHC:7790 CRL.P No. 764 of 2025 4. Submission is placed on record. 5. The petition stands disposed of in terms of the settlement agreement and the impugned proceedings in C.C.No.6892/2023, arising out of Crime No.100/2021, on the file of the VI Additional Chief Metropolitan Magistrate, Bangalore qua the petitioner are quashed. Sd/- (S.R.KRISHNA KUMAR) JUDGE SA List No.: 1 Sl No.: 94