Delhi High Court: In an application under Section 482, Nagarik Suraksha Sanhita, 2023 (BNSS, 2023) seeking anticipatory bail in connection with FIR registered under Sections 316(2), 318(4), 61(2) and 3(5), Nyaya Sanhita, 2023 (BNS, 2023). A Single Judge Bench of Prateek Jalan, J., granted interim protection from arrest to the applicant in a case arising out of a transaction relating to unlisted National Stock Exchange (NSE) shares.
The Court observed that the material placed on record, particularly the memorandum of understanding (MoU) dated 29 September 2025, prima facie supported the applicant’s submissions with regard to his role in the transaction, the transfer of the consideration amount to Saavi Consultancy, and the initiation of legal proceedings against the said entity. The Court held that the e-mail relied upon by the prosecution, wherein the applicant’s company was described as the “seller”, was insufficient to expose the applicant to deprivation of his personal liberty at the present stage, especially in view of the admitted facts recorded in the MoU and the substantial amounts already repaid to the complainant. Having regard to the aforesaid factors, the Court held that the applicant was entitled to interim protection from arrest, subject to joining the investigation and cooperating with the investigating officer.
Background
The present application under Section 482 BNSS, 2023 seeks anticipatory bail in connection with FIR No. 695 of 2025 registered at Police Station Subhash Place, North-West Delhi, under Sections 316(2), 318(4), 61(2) and 3(5) BNS, 2023. The prosecution alleged that the complainant was introduced to one Dinesh Nihalani, a purported dealer in shares and securities, who offered 25,000 unlisted NSE shares at ₹2263 per share. Although initially hesitant due to non-disclosure of the seller’s identity, the complainant proceeded with the transaction on the assurance and personal guarantee of Dinesh Nihalani. The complainant was directed to transfer the sale consideration first to PL Wealth Management and subsequently to Aevitas Consultancy Private Limited, a company in which the applicant is a Director. Acting on these representations, the complainant transferred ₹5.63 crores to Aevitas; however, the shares were never transferred.
Subsequently, the applicant/Aevitas and Dinesh Nihalani refunded ₹2.90 crores to the complainant, following which a MoU/Settlement dated 29 September 2025 was executed between the parties. The MoU acknowledged that the shares were to be transferred to Aevitas from Saavi Consultancy, to whom the sale consideration had allegedly been remitted by the applicant. Under the settlement, the applicant further undertook to pay ₹1 crore to the complainant, while the remaining amount of ₹1.73 crores was agreed to be paid upon receipt from Saavi Consultancy. The applicant had earlier approached the Sessions Court for anticipatory bail, where interim protection was granted on 18 February 2026, but the application was ultimately dismissed by order dated 11 May 2026, leading to the present proceedings before the High Court.
Analysis
The Court considered the applicant’s submission that, in his capacity as Director of Aevitas Consultancy Private Limited, he was merely acting as a sub-broker in the transaction relating to the proposed transfer of unlisted NSE shares. The applicant contended that the shares were to be procured from Saavi Consultancy, which was reflected in the WhatsApp communications exchanged with co-accused Dinesh Nihalani, and that except for the agreed brokerage amount of ₹2.5 lakhs, the entire consideration received from the complainant had been transferred to Saavi. It was further pointed out that the applicant had himself initiated proceedings against Saavi before the Mumbai Police, and that even the communication issued by the Mumbai Police to the SHO concerned in the present case recorded a prima facie view that the applicant had also been cheated by the representatives of Saavi. The applicant additionally submitted that although Saavi had refunded only approximately ₹1.35 crores, the applicant and Dinesh Nihalani had already repaid nearly ₹3.9 crores to the complainant, including substantial payments made from their own funds.
The principal objection raised by the prosecution and the complainant was founded upon an e-mail dated 19 June 2025 addressed by the applicant to the complainant, wherein Aevitas had been described as the “seller” and its bank account details had been furnished. However, the Court observed that the aforesaid circumstance, by itself, was insufficient to justify deprivation of the applicant’s personal liberty at the present stage, particularly in view of the admitted facts recorded in the MoU dated 29 September 2025. The Court noted that the MoU itself acknowledged that the applicant had failed to deliver the shares as he was unable to procure them from Saavi, which had allegedly cheated him. The Court further took note of the fact that, prior to execution of the MoU, the applicant and Dinesh Nihalani had already refunded substantial amounts to the complainant, leaving a balance amount of ₹2.73 crores.
Having regard to the contents of the MoU and the material placed on record, the Court observed that the applicant’s submissions regarding his limited role in the transaction, transfer of funds to Saavi, and initiation of legal proceedings against Saavi appeared prima facie merited. Consequently, the Court held that the applicant was entitled to interim protection from arrest, subject to joining and cooperating with the investigation.
Decision
It was accordingly directed that the applicant shall join investigation on 16 May 2026 at 11.00 a.m. and thereafter as and when required by the investigating officer, and that he shall not be arrested in connection with the subject FIR until the next date of hearing. The prosecution was also directed to file a status report before the next date of hearing, and the matter was listed for 3 July 2026.
Also Read: Sessions-First Rule in Anticipatory Bail: When Can High Courts Be Approached? | SCC Times
[Amit Jain v. State (NCT of Delhi), BAIL APPLN. 1896 of 2026, decided on 14-5-2026]
Advocates who appeared in this case:
For the Petitioner: Saurav Agrawal, Ravi Sharma, Vibhu Anshuman, Abdul Razzaq, Parmeet Singh, Siddhant Raj, Advocates
For the Respondents: Manjeet Arya, APP, SI Rupesh Raj, P.S. Subhash Place with Abhimanyu Arya, Ravi Sharma, Praphull Kumar, Faizan Shoukat Ali, Advocates
