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3. Since the allegations in the complaints pertaining to the above two cases are inter-connected with each other and the learned counsel appearing for the petitioners in both the petitions also submitted common arguments in respect of both the petitions and since common questions of law and facts are involved in both the petitions, they are taken up together for final disposal by this common order.

4. The brief facts of the case of the petitioners are that the complainant the Karnataka Fisheries Development Corporation (hereinafter referred to as 'KFDC' for short) had entered into a contract with accused No.1 that is a private limited company and accused No.2 is its Director, accused No.3 is also a private limited company and accused Nos.2, 4 and 5 are its directors, accused No.6 is a private limited company and accused No.2 and Vemuri Annapurnamma are its Directors and accused no.7 is the mother- in-law of accused No.2 and she is the propreitrix of 'Vibha Enterprises'. It is alleged that the KFDC is the owner and in control of a fish meal plant situated at fishing harbor in Baithkul, Karwar, having machineries, equipment, building, plant etc. The KFDC, with an intention to run on license the said fish meal plant with machineries for annual licence fee called for bid and the accused No.1-company being the highest bidder succeeded in getting the same. Accordingly, the accused No.2 viz., Mr. V.Shyam Prasad, representing himself as Managing Director of Sai Annapurna Bio Proteins Pvt. Ltd., the accused No.1 company entered into a written agreement with the KFDC on 19.09.2007 to run on licence the aforesaid fish meal and oil plant on payment of annual licence fee of Rs.2,00,00,707/-. It is alleged that from the beginning the accused company is a defaulter in payment of licence fee. In spite of demand notices, accused No.1 company and its directors deliberately and intentionally failed to pay the due amount on false excuses. Hence, the KFDC invoked the bank guarantee furnished by the 1st accused company. Even after invoking bank guarantee a sum of advance licence fee and security deposit Rs.8,07,88,108/- is due to KFDC towards licence fee as on 31.12.2013. As per the agreement entered into between the KFDC and the 1st accused company, the 1st accused company was prohibited from assigning, subletting or handing over the said premises to anyone without the written consent of the KFDC. It is alleged that contrary to the said agreed terms stated supra, by deed of sale, transfer-cum-assignment dated 01.12.2010, Sai Annapurna Bio Proteins Pvt. Ltd., i.e., the first accused company headed by accused No.2 delivered the physical possession of the said fish meal plant along with all machineries, equipment, water tankers, goods vehicles, furniture's fitting fixture, computers etc. to accused No.4 viz., Vishvek Bio-Proteins Pvt. Ltd., the fact of alienation of the said plant to Vishvek Bio-Proteins Pvt. Ltd., is further strengthened from the letter dated 12.09.2013 written by State Bank of Hyderabad, the bankers of the 1st accused company. From the facts stated supra there are materials such as various invoices raised by accused No.3 amounting to lakhs of rupees and the invoices disclose the address of Vishvek Bio-Proteins Pvt. Ltd., as Fishing Harbor, Baithkul, Karwar. Thus, huge amount is outstanding from accused No.1 to the KFDC and without making payment, the accused Nos.1 and 2 alienated the same to accused No.3 for a huge consideration of rupees two crores and thereby made unlawful gain and accused dishonestly disposed of the fishing plant and machinery in violation of the agreed terms of the agreement, thereby caused criminal breach of trust. It is further alleged that there is a strong reason to suspect that accused No.3 is a company dishonestly floated by accused No.2 in connivance with accused No.3 and accused No.4, which is evident from the fact that though accused No.2 was not its director at the time of incorporation but later made as a Director of the said company. The further allegations are that the products manufactured at the said KFDC were sold in the name of accused NO.3 and through Vibha Enterprises, a proprietorship concern was floated in the name of accused No.7, the mother-in-law of accused No.2 and Winstreet Impex Pvt. Ltd., a company floated by accused No.2. Accused No.2 hatched a conspiracy with accused Nos.4, 5 and 7 and all of them acted dishonestly and siphoned huge amount. The accused No.2 floated these company in order to cheat the KFDC. Accordingly, a complaint was lodged as per Annexure-A.

7. Respondent No.1 filed the objection statement on behalf of the State contending that accused No.1-Sai Annapurna Bio Proteins Pvt. Ltd., Vijayawada, Andhra Pradesh, on 19.09.2007 entered into an agreement of lease and licence in respect of fish meal plant, Baithkul belonging to KFDC. Accused No.1 failed to submit entire licence fee and in violation of agreement without intimating the complaint with an intention to defraud transferred the fish meal and oil plant in connivance with the other accused entered into an agreement on 01.12.2010 in favour of accused No.3-Vishvek Bio-Proteins Pvt. Ltd. A Special investigation team was formed as it involved investigation into companies those which are situated outside the state i.e., Goa, Andhra Pradesh, Tamilnadu. The papers revealed that the complainant had already instituted civil proceedings against the present accused and filed original suit before the Civil Court, Mangalore. The Investigating Officer enquired 43 witnesses and the Investigating Officer who conducted preliminary enquiry has obtained documents from KFDC pertaining to this case and also the important documents pertaining to the production details of fish meal and fish oil at KFDC Unit from 02.10.2008 to 31.12.2012. The bank statements of the accused companies have also been obtained. Documents pertaining to company registration of the accused-companies have been obtained from the concerned Registrar of Companies, sales tax returns were obtained from concerned office of the Commercial Tax Department. Documents pertaining to sealing of the accused company by the Karnataka State Pollution Control Board. Documents field by the accused in O.S.No.263/2012 on the file of Civil Judge Court Junior Division, Karwar are also obtained. As the instant case involved cheating of crores of rupees to the State Government, IGP Western Range formed a special team and on 16.09.2014 ordered for the investigation of the case under the direction of Dy.S.P. attached to this office. The various bank accounts pertaining to the accused and their respective banks situated at Vishakapattanam and Vijayawada are freezed till further orders of the Hon'ble Court and financial transactions have been withheld. Out of 12 accused, 8 accused have already been enquired and relevant information pertaining to the case have been obtained. Relevant documents have been seized from concerned offices at Chennai, Vijayawada, Hyderabad and statements were recorded in this regard. After conducting detailed investigation, the charge-sheet came to be finalised and the same is sent for scrutiny and during investigation the witnesses have stated only against the accused and none others. Looking to the statement of the witnesses, it is found that the accused are responsible for commission of the crime. The investigation goes to show the modus operandi of the accused in creating fictitious companies and siphoning income generated by government owned fish meal plant, Baithkul, to other companies owned by them. The entire investigation pointed towards involvement of accused. The accused are close relatives and confidants. Accused No.1 having taken the fish meal plant from KFDC stealthily transferred it to a company i.e., Vishvek Bio-Proteins Pvt. Ltd., but the said company is only a concern name for illegal activities of accused no.1. The accused also created Sai Annapurna Bio Proteins Goa Private Limited which is deceptively similarly names as that of accused No.1 company. This is done to defraud the directors of their own company. The bank accounts of the accused companies are seized. The accused have approached this Court but withdrawn the said criminal petitions. At present the trial Court has allowed the applications to defreeze the account on the condition that they shall give bank guarantee and indemnity bond. The accused have also created two firms one Keerthi Enterprises and another Vibha Enterprises. These two companies are made to shield the transaction of Vishvek Bio-Proteins which has the address showing KFDC, Baithkul Fish Meal Plant and phone numbers of Sai Annapurna. The Investigating Officer has finally completed the investigation and filed a final report. The crime involved verification of huge paper and the crime came committed in four states i.e., Goa, Karnataka, Andhra Pradesh and Tamilnadu. The amount of information collected runs into thousands of pages. Hence, sought to dismiss the petitions.

In clause No.38 of the said agreement, it is mentioned that the lock-in period of 36 months is allowed to the LICENCEE provided the LICENCEE adheres to the terms and conditions to the agreement without fail. The document at Annexure-D which is addressed by V.Shyamprasad, Managing Director of Petitioner No.1-Company to the Managing Director of KFDC Limited, Mangalore dated 23.10.2007, goes to show that whatever machinery provided by the KFDC Limited are going to be replaced and petitioner No.1-company wanted to have the machinery with their own costs with latest technology. It is an undisputed fact that complainant filed a civil suit in O.S. No.60/2012 in the Court of Senior Civil Judge at Mangalore. It is the contention of the petitioner herein that as per the terms of the agreement, he made all the payment and no amount was due and in this connection, petitioner wanted to rely upon the documents at Annexures-E and F. Annexure-E, the document at page No.89, is the extract of the resolution passed in 197th Meeting of the Board of Directors of KFDC held on 10.07.2009 at 11.00 a.m. in the Chambers of Director of Fisheries, Vishweshwaraiah Towers, Bangalore and this is with regard to the proposal of Sai Annapurna Bio Proteins Pvt. Ltd., regarding fixing annual licence fee on Karwar Fish Meal Plant. As contended by the learned counsel for the petitioner sofar as non-operational period is concerned, it is mentioned that due to any of the reason beyond the control of the licencee such as natural calamities, war, fishing holiday, fishing restrictions, any statutory regulations if the licencee could not operate the plant for a continuous period of not less than a week in licence year, the period for which the licencee has not operated the plant, such period shall be treated as non-operational period. In the said document at page No.91, in the last paragraph, it is also mentioned that generally fish meal plants are operated for a period of 4 to 5 months in a year depending on the availability of fish (oil sardine) at a very low price. After detailed discussion the board had decided to write to the Government for fixing a fixed annual licence fee of Rs.75 Lakhs without any conditions considering the annual average operating days of 135 days. So on the basis of this material, the petitioner is contending that there is no due amount payable to the KFDC and as per the agreed terms, the amount has been paid from time to time. Petitioner No.2-V.Shyamprasad filed a complaint before the Station House Officer Patamata Police Station, Vijayawada City, wherein he made the allegations that his brother V.Krishnaprasad, who is respondent No.2 in another connected petitioner herein, in collusion with the anti-social elements was threatening to kill petitioner No.2 and his family members and few days back he came to know that his brother V.Krishna Prasad by forging his signatures and other Directors illegally transferred the share into the name of his associates and submitted false resolution copies and documents before the Registrar of Companies. The said documents are created and fabricated by them only to grab his share in the companies. In fact no meeting was conducted and no resolutions were passed and the alleged resolutions are false and incorrect and the said Krishna Prasad has no authority to submit forged documents and styling himself as Managing Direct of the companies basing on the forged documents. Annexure-A, which is produced in Crl.P. No.100585/2015 at page No.25 goes to show that respondent No.2 V.Krishna Prasad in the said petition filed a complaint against the petitioners (in Crl.P. No.100649/2015), which was registered in Karwar Town Police Station for the offences under Sections 465, 467, 468, 471, 406 and 420 of IPC. The complaint averments goes to show that there is an allegation by the complainant V.Krishna Prasad that his brother executed the said agreement on behalf of the company at that time and as per clause 19 of the terms and conditions of the agreement, the Licencee has to pay the licence fees from time to time without committing any default. Similarly, the licencee shall not assign, sublet or hand over use of the facilities or the premises to any one without prior written consent of the licensor obtained and the licensee should intimate in writing before taking any new partner/director to their company. There is further allegation in the said complaint that during the course of the above said existing lease agreement, his brother floated another company by name M/s Sai Annapurna Bio Proteins (Goa) Private Limited, Goa with deceptively similar name as M/s Sai Annapurna Bio Proteins Pvt. Ltd., by adding just a word Goa. It is a fictitious company. Neither himself nor their company associated with the above said Goa Company in any manner. His brother V.Shyam Prasad and Smt. Sublata Vasant Asnotikar are the Directors of the above said M/s Sai Annapurna Bio Proteins (Goa) Private Limited at that time and thereafter his brother operated/transferred the Karwar Unit to M/s Sai Annapurna Bio Proteins (Goa) Private Limited without obtaining any prior permission from the KFDC which is pre-requisite. It is also alleged in the said complaint that the company has issued Rs.4 Crores in two installments i.e., on 17.08.2009 and 18.08.2009 and subsequently, the same was cancelled and the said amount was returned to Goa Company as per the letter dated 14.03.2013 submitted to auditors appointed by the Company Law Board by his brother V.Shyam Prasad and his father Subhash Chandra Bose. But, his brother used to do business in the name of M/s Sai Annapurna Bio Proteins (Goa) Private Limited. The contents of the said complaint lodged by V.Krishna Prasad, the respondent No.2 in Crl. P. No.100585/2015 also goes to show that his brother got floated on 26.08.2010 another fraudulent company M/s Vishvek Bio-Protein Private Limited in Goa by showing his employees as Directors of the said company within one month thereafter, his brother V.Shyam Prasad joined as a Director of the said company. Subsequently, his brother got executed a deed of sale of transfer cum assignment on 01.12.2010 for consideration of Rs.200 Lakhs in favour of M/s Vishvek Bio-Proteins Private Limited. The contents of the deed of the sale transfer cum assignment are entirely different from the sale details contained in the earlier memorandum of understanding. Original deed of the original sale, transfer cum assignment is not produced till today except the photocopy of the said deed. It appears that on the said document that he had also signed as one of the parties, but he never signed such document. His signature got forged and fabricated in the above said document. The further allegation is that, as usual practice, their company can sell its products directly to the customers of company. In contrast, Mr.Shyam Prasad transferred the products manufactured in their Karwar Unit to M/s Vibha Enterprises and the same products were sold by M/s Vibha Enterprises to the same customers of their company which they used to supply products of their company earlier and siphoned out huge monies from their companies. The same was evident from the sales tax statements as well as bank statements of M/s Vibha Enterprises. Further allegation is that his brother V.Shyam Prasad in the capacity as a Director of Sri Annapurna Bio-Proteins Private Limited handed over and delivered the physical possession of the fish meal plant along with machinery etc. to M/s. Vishvek Bio-Proteins Private Limited. All the above said companies were floated fraudulently with an intention to cheat him and misappropriated the founds of their company and also to divert the business of their company and in this connection, the petitioners in Crl. P. No.100649/2015 committed the offences under the Money Laundering Act also. It is also his contention that in this regard, he made several complaints to KFDC and concerned authorities. In pursuance of the job entrusted by the company Law Board, the auditors submitted a report dated 19.06.2013 to Company law Board, Chennai Branch narrating al the events and the said report also substantiated the above contents and stated the deed of sale transfer-cum- assignment appears to be not genuine one and petitioner Mr.V.Shyam Prasad not co-operated with them in submitting required information.

18. Therefore, perusing the materials placed on records, the main allegation of the complainants in the two petitions is the accused persons arrayed in both the petitions violated the terms and conditions of the licence agreement entered into between the KFDC and V.Shyam Prasad, who represents the petitioner No.1/accused company i.e., Sai Annapurna Bio Proteins Pvt. Ltd., and in violation of the terms and conditions of the licence agreement, the said accused persons sublet the fish meal plant and taking undue advantage of their position as licencee of the said fish meal plant they floated many companies in four states i.e., Karnataka, Andhra Pradesh, Goa and Tamilnadu and deceived the people and thereby made money to the tune of rupees eight crores and thereby caused loss to the State exchequer. Regarding these contentions, while appreciating the material produced before this Court, prima facie, they go to show that number of companies have been floated in different states as mentioned above and even with regard to alienation or subletting the fish meal plant of the KFDC, the petitioner themselves mentioned in the petition that only draft was prepared but it did not materialise. Whether it was only a draft or it materialised or not is a matter to be considered at a later stage. I have carefully gone through the decisions relied upon by the learned counsel appearing for the petitioners in respect of both the petitions which decisions are referred to above. Looking to the facts and circumstances involved in those decisions and looking to the facts and circumstances of the case on hand, they are not exactly one and the same.