1. Heard Mr. Joshi and Mr. Kamat, learned Senior Advocates and Mr. Khandeparkar, learned Advocate for Plaintiff / Applicant, Mr. Andhyarujina, Mr. Setalvad and Mr. Bharucha, learned Senior Advocates for Defendant No.1 - Bank and Mr. Dwarkadas, learned Advocate for Defendant Nos.2 and 3 in all three (3) suits.

2. In Indian Overseas Bank Suit (L) No. 35923 of 2025, Interim Application (L) No. 35925 of 2025 is filed by Plaintiff seeking interim reliefs under Order XXXIX Rule 1 & 2 of Civil Procedure Code, 1908 (for short ‘CPC’) and Interim Application (L) No.35924 of 2025 is filed seeking order under Order II Rule 2 of CPC. In IDBI Bank Ltd. Suit (L) No. 37573 of 2025, Interim Application (L) No. 37575 of 2025 is filed by Plaintiff seeking interim reliefs under Order XXXIX Rule 1 & 2 of CPC and Interim Application (L) No. 37574 of 2024 is filed seeking order under Order II Rule 2 of CPC. In Bank of Baroda Suit (L) No. 37862 of 2025, Interim Application (L) No. 37865 of 2025 is filed by Plaintiff seeking interim reliefs under Order XXXIX Rule 1 & 2 of CPC and Interim Application (L) No. 37868 of 2025 is filed seeking order under Order II Rule 2 of CPC. Interim Application (L) No.35925 of 2025, Interim Application (L) No.37575 of 2025 and Interim Application (L) No.37865 of 2025 and are taken up for hearing for grant of interim reliefs. Pleadings are completed.

                   2.1. Mr. Andhyarujina, Mr. Setalvad and Mr. Bharucha, learned Senior Advocates appearing for the Banks and Mr. Dwarkadas, learned Advocate for Defendant Nos.2 and 3 oppose interim reliefs.

3. Mr. Joshi, learned Senior Advocate for Plaintiff would submit that Plaintiff was the Non-Executive Director of Reliance Communications Limited (for short “RCOM”) from its inception till the year 2019. He would submit that RCOM, Reliance Telecom Limited (for short “RTL”) and Reliance Infratel Limited (for short “RITL”) together with its 98 subsidiaries operated as a Single Economic Unit.

                   3.1. He would submit that on 01.07.2016, Reserve Bank of India issued Master Directions on Fraud – Classification and Reporting by Commercial Banks and select FIs (for short “2016 RBI Master Directions”) and in terms of Clause 8.9.4 thereof a Forensic Audit was required to be carried out before classifying a person as a “Fraud”.

                   3.2. He would submit that in June 2017, Joint Lenders’ Forum (for short “JLF”) of which Defendant No.1 – Bank is a Member considered appointment of an Audit firm for Forensic Review of RCOM, RTL and RITL. He would submit that Banks were primarily interested in recovery of their dues through sale of assets of the said Companies.

                   3.3. He would submit that in September 2017, Ericsson Indian Pvt. Ltd. filed Company Petition against RCOM. He would submit that on 15.05.2018 RCOM was admitted into Corporate Insolvency Resolution Process (for short “CIRP”) by National Company Law Tribunal and the Board of Directors stood superseded by the Resolution Professional.

                   3.4. He would submit that, in the meanwhile, on 07.05.2019, State Bank of India (for short “SBI”) as the lead lender of the consortium appointed Defendant No.2 – BDO LLP as Forensic Auditor. He would submit that on 15.10.2020, Defendant No.2 – BDO LLP submitted Forensic Audit Report (for short “FAR”) to SBI. He would submit that on 19.01.2021, Plaintiff’s erstwhile Advocates addressed letter to Defendant No.2 – BDO LLP seeking clarification on the FAR. He would submit that on 03.02.2021, Defendant No.2 – BDO LLP through its Advocates replied and confirmed that no conclusion of fraud or breach of trust was arrived at in respect to Plaintiff and Plaintiff’s accounts.

                   3.5. He would submit that Reserve Bank of India issued new Master Directions on Fraud Risk Management in Commercial Banks (including Regional Rural Banks) and All India Financial Institutions Directions, 2024 (for short “the 2024 RBI Master Directions”) on 15.07.2024 wherein Clause 10 expressly provided that the 2024 RBI Master Directions superseded the 2016 RBI Master Directions. He would submit that Clause 4.1 readwith Footnote No.14 of the 2024 RBI Master Directions, clarify and mandate that the Auditor qualified to conduct an audit under “relevant statutes” be appointed as External Auditor. He would submit that proceedings under the 2024 RBI Master Directions are founded upon this principle and if Forensic Audit conducted by an entity lacking statutory qualification, the defect is jurisdictional and vitiates the proceedings at inception.

                   3.6. He would submit that on 02.12.2024 after a lapse of 4 years Defendant No.1 – Indian Overseas Bank (for short “IOB”) issued Show Cause Notice to Plaintiff under the 2024 RBI Master Directions solely on the basis of the FAR dated 15.10.2020. He would submit that on 12.12.2024, Plaintiff’s Advocate addressed letter to Defendant No.2 – BDO LLP seeking copy of the FAR and documents relied upon by the Auditor. He would submit that on 18.01.2025, Defendant No.1 – IOB in its reply furnished a copy of FAR however the same was shared without its Annexures. He would submit that due to incomplete disclosure by Defendant No.1 – IOB, Plaintiff on 10.03.2025 once again addressed letter to Defendant No.1 – IOB seeking complete disclosure of all documents and Annexures relied upon in preparation of the FAR.

                   3.7. He would submit that on 10.09.2025, Plaintiff received letter from Defendant No.1 scheduling a personal hearing on 09.10.2025. He would submit that pursuant thereto on 29.09.2025, an RTI Application was filed by one Ms. Siddhi Vora, a third party seeking clarification whether Defendant No.2 – BDO LLP was registered with the Institute of Chartered Accountants of India (for short “ICAI”). He would submit that on 24.10.2025, the RTI reply confirmed that Defendant No.2 – BDO LLP was not registered with the ICAI. He would submit that a profile verification revealed that Defendant No.3, the author and sole signatory of the FAR is not a Chartered Accountant (for short “CA”) and did not hold a Certificate of Practice as CA and was not a Member of ICAI.

                   3.8. He would submit that Clause 4.1 read with Footnote 14 of the 2024 RBI Master Directions mandates Forensic Audit must be conducted by an Auditor who is qualified as Auditor under the relevant statutes. He would submit that the FAR prepared by Defendant No.2 – BDO LLP is not an entity competent to conduct the External Audit. He would submit that the Report prepared by Defendant No.2 - BDO LLP does not bear the signature of a Chartered Accountant Partner who has acted in preparation of the Report as mandated by law. He would submit that Defendant No.2 is the author and sole signatory of the Report and admittedly he is not a CA. He would submit that Show Cause Notice issued by Defendant No.1 - IOB is founded solely on the said Report and therefore it cannot be sustained in law. He would submit that Sections 2(b), 2(e) and 6 of the Chartered Accountants Act, 1949 restrict audit practice to ICAI - registered Chartered Accountants holding valid Certificate of Practice. Hence, he would submit that an entity and a signatory who is not a qualified CA and does not hold a valid Certificate of Practice cannot under the 2024 RBI Master Directions be permitted to conduct Forensic Audit or prepare a Report in that regard or such Report can be relied upon for indictment.

                   3.9. He would submit that Forensic Audit was conducted solely by Defendant No.3 on information and documentation furnished by the Corporate Debtor, the Resolution Professional and the Lenders and most importantly erstwhile Directors or Management Personnel of the Company were never afforded an opportunity to offer their explanation neither was the Forensic Report shared with Plaintiff until it was referred to in the Show Cause Notices issued by various banks and was supplied for the first time on 18.01.2025.

                   3.10. He would submit that Defendant No.2 – BDO LLP in its reply has effectively admitted its non-compliance with statutory qualification requirements prescribed under the 2024 RBI Master Directions. He would submit that in that view of the matter there is no dispute that Defendant No.2 – BDO LLP is not a CA firm and that the signatory of the FAR is not a CA. He would submit that this position is clearly established from internal page No.380 of the Report wherein Defendant No.2 has described itself as an “accounting consultant firm” and not an Audit firm which is a primary requirement under the 2024 RBI Master Directions. He would next submit that the Report does not bear a Unique Document Identification Number (UDIN) which is made mandatory for all Certificates, GST and Tax Audit Reports, and other attestation functions undertaken or signed by a practicing CA as per ICAI requirements. He would submit that copy of RTI reply conclusively establishes that Defendant No.2 – BDO LLP is not a member of ICAI.

                   3.11. He would submit that Defendant No.1’s reliance on Defendant No.2 - BDO LLP’s empanelment with the Indian Banks’ Association (for short “IBA”) or being empanelled by SEBI as an Auditor as a defence and justification for its appointment as External Auditor / Forensic Auditor is misplaced and misconceived in law as IBA lacks statutory authority and neither it is backed by a governmental body. He would submit that the 2024 RBI Master Directions issued by RBI operate within a binding statutory framework requiring banks to engage Auditors for external audit strictly in accordance with law. He would submit that considering IBA’s or for that matter SEBI’s empanelment as sufficient would amount to delegating RBI’s statutory mandate to a non-statutory private body like IBA which is impermissible in law and render the provisions of the Companies Act, 2013 nugatory. He would argue that from the above conduct there is a clear malice in law on the part of Defendant No.1 to rely on such a Report which does not prima facie meet the statutory compliances and qualifications of its author.

                   3.12. He would submit that the Report if read is nothing but inconclusive, incomplete and error-ridden. He would submit that Defendant No.2 - BDO LLP in its reply through its Advocate has categorically confirmed that no conclusion of fraud or breach of trust is drawn in the said Report qua the Plaintiff’s 3 Companies’ accounts which were investigated. He would submit that Defendant Nos.1 and 2 have not refuted this in their reply filed to the Interim Application neither dealt with it or clarified the same. He would submit that the entire exercise of preparing the Report is rendered futile as only 24 CA Certificates are reviewed whereas 341 Certificates were not made available or examined, further 42% Bank Accounts were omitted from review despite which adverse findings and conclusions are drawn which once again establish malice in law and facts on the part of Defendant No.1 in relying on the Report for indicting the Plaintiff.

                   3.13. He would submit that the Report on the face of record lacks of information and is ridden with incomplete data. He would submit that “Management Comments” were taken only from the Resolution Professional under CIRP and no consultation with Plaintiff or erstwhile management of the 3 Companies was made which is a clear violation of the principles of natural justice rule of audi alteram partem. He would submit that despite repeated written requests for supplying documents relied upon in preparation of the Report, Defendant No.1 – IOB failed to furnish the same which was necessary for an effective response to the Show Cause Notice.

                   3.14. He would submit that the law governing repeal and supersession of statutory instruments is settled, namely that proceedings under a superseded regime cannot continue unless expressly saved. In support of his above submissions he has referred to and relied upon decisions of the Privy Council, Supreme Court and this Court in the case of Nazir Ahmad Vs. King Emperor(44 L.W. 583), OPTO Circuit India Limited Vs. Axis Bank and Ors.((2021) 6 SCC 707), Arun Kumar and Ors. Vs. Union of India and Ors.((2007) 1 SCC 732), Kholapur Canesugar Works Ltd and Another Vs. Union of India((2000) 2 SCC 536), Tara Singh and Others Vs. State of Rajasthan((1975) 4 SCC 6) and Kangana Ranaut Vs. MCGM and Ors.(2020 SCC OnLine Bom 3132)

                   3.15. Mr. Joshi, learned Senior Advocate would submit that Section 2 and Section 5(o) of the Banking Regulation Act, 1949 are relevant in this regard and read thus:-

                   “2. Application of other laws not barred.— The provisions of this Act shall be in addition to, and not, save as hereinafter expressly provided, in derogation of the [Companies Act, 1956], and any other law for the time being in force.”

                   5. Interpretation:- xxxxxx

                   xxxxxx

                   (o) all other words and expressions used herein but not defined and defined in the Companies Act, 1956 (1 of 1956), shall have the meanings respectively assigned to them in that Act.”

                   3.16. Next, he would draw my attention to Section 226 of the Companies Act, 1956 wherein there was a specific provision which stated that Auditor appointed shall not be qualified as Auditor of the Bank unless he is a Chartered Accountant.

                   3.17. He would submit that the same provision has transitioned into Section 141(1) and (2) read with Section 145 of the Companies Act, 2013 which is the relevant statute for consideration. He would submit that if argument of the Banks is to be accepted then there will be two different yardsticks of eligibility, viz; one under the 2016 RBI Master Directions and second under the 2024 RBI Master Directions for determining qualification of External Auditor. He would submit that External Auditor will have to be a person having the basic minimum requisite qualification of Chartered Accountant for Audit as envisaged by the relevant statutes.

                   3.18. He would submit that in Writ Petition No.3037 of 2025, SBI relied upon the same FAR, but the contention of competency, validity and qualification of the author of the Report and its signatory qua the 2024 RBI Master Directions was not raised, neither argued nor adjudicated by the Division Bench however it was permitted only because the circular therein was held to be entirely clarificatory in the limited context of a Show Cause Notice. He would persuade the Court to allow the present Interim Application in the interest of justice on the basis of the aforesaid submissions.

4. Mr. Kamat, learned Senior Advocate for Plaintiff in the second Suit has adopted the principal submissions made by Mr. Joshi and for the sake of brevity they are not repeated and reiterated and stand adopted as if traversed herein. In addition to those submissions, to the extent of some differential facts concerning IDBI Bank he would make some additional submissions as under:-

                   4.1. He would submit that on 31.05.2024, Defendant No.1 – IDBI Bank issued Show Cause Notice to Plaintiff under the 2024 RBI Master Directions placing sole reliance on FAR dated 15.10.2020 and on 19.06.2024 Advocate for Plaintiff addressed letter to the Bank requesting for copies of all documents which were relied upon to prepare the Forensic Report. He would submit that between 17.01.2025 to 23.07.2025, Defendant No.2 - BDO LLP supplied extracts of the FAR and later supplied the full Report albeit without its Annexures. He would submit that on 23.07.2025, Defendant No.2 - BDO LLP supplied the full Report with its Annexures however supporting documents were not annexed. He would submit that further correspondence was addressed to Defendant No.2 - BDO LLP seeking the supporting documents however Defendant No.2 - BDO LLP refused to furnish the same.

                   4.2. He would submit that Defendant No.1 seeks stay of Show Cause Notice on jurisdictional grounds which are raised for the first time in the present proceedings. He would submit that since Plaintiff was not supplied with any supporting documents to the Report, he was unable to effectively reply to the alleged fraud as enumerated in the Show Cause Notice dated 31.05.2024. He would submit that Defendant No. 1 addressed reply dated 17.01.2025 to Plaintiff stating that only extracts of the relevant documents would be made available to Plaintiff hence even considering this at the highest, cause of action in present suit against IDBI arose on 17.01.2025. Hence he would submit that there is no delay in filing of present Suit and the Suit is filed within limitation. He would refer to and rely upon the letter dated 03.02.2021 addressed by the Advocates of Defendant No.2 asserting that no conclusion of fraud or breach of trust was arrived at in the FAR qua the Plaintiff’s Companies’ Accounts.

                   4.3. He would fairly inform that in the meanwhile Plaintiff filed Writ Petition (L) No. 34065 of 2025 against IDBI Bank seeking deferment of personal hearing, however on 28.10.20205 the said Petition was withdrawn reserving liberty to raise all contentions.

                   4.4. He would refer to and rely upon the decision of the Calcutta High Court in the case of Prashant Bothra and another Vs. Bureau of Immigrations and Others(2023 SCC Online Cal 2643) (in support of Plaintiff’s case) and another decision of this Court in the case of Ankit Bhuwalka Vs. IDBI Bank and Another(2025 SCC OnLine Bom 96) wherein Paragraph No.26 in the case of Ankit Bhuwalka (supra) is relevant and reproduced hereunder:-

                   “26. It is thus clear from the table that the position of the borrower as relied upon by the wilful defaulter committee is as per the transaction review report dated March 5, 2020 prepared by the auditor M/s. G.D. Apte and Co. At the cost of repetition, it is necessary to note that the resolution professional had made an application before the National Company Law Tribunal bearing I.A. No. 133 of 2020 under section 60 read with section 66 of the Insolvency and Bankruptcy Code. By its order dated March 10, 2021, the National Company Law Tribunal disposed the application holding that the same was premature and directed the resolution professional to carry out basic enquiry of all surrounding facts to make out his case, make enquiries from all concerned parties with reference to the transactions highlighted in the forensic report, and arrive at some definite conclusion before referring the matter to the Tribunal under section 66 of the Code. The National Company Law Tribunal has also observed that the forensic report prepared by the auditors simply assumes the transactions to be fraudulent and the conclusions that funds were siphoned away were reached in a summary manner. We specifically enquired with both the counsels as to whether the forensic report commented upon by the National Company Law Tribunal was the same as the transaction audit report referred to in the show-cause notice. We were assured by both the counsels that it was the same report. It is thus safe to accept that the basis of issuance of the show-cause notice was primarily the findings in the transaction audit report, which were observed by the National Company Law Tribunal to be mere assumptions. Considering the grave consequences that follow a finding by the wilful defaulter committee, the degree of proof required and expected to have been relied upon by the wilful defaulter committee should be much higher and not simply based on a transaction audit report which itself was unacceptable to the National Company Law Tribunal.”

                   4.5. On the basis of the aforesaid submissions he would urge the Court to consider the challenge to the jurisdictional fact raised in the first instance by Plaintiff herein and allow the Interim Application.

5. Mr. Khandeparkar, learned Advocate for Plaintiff in the third suit would adopt the submissions made by Mr. Joshi and Mr. Kamat and for the sake of brevity they are not repeated and reiterated herein and stand adopted as if traversed herein. He would make the following additional submissions:-

                   5.1. He would submit that Defendant No.1 – Bank of Baroda issued Show Cause Notice dated 02.01.2024 to Plaintiff under the 2024 RBI Master Directions placing sole reliance on the same FAR dated 15.10.2020 prepared by Defendant No.2. He would submit that Plaintiff through his Advocates addressed letter dated 19.01.2024 requesting copies of all documents relied upon to prepare the FAR and Plaintiff received the FAR vide letter dated 27.06.2024.

                   5.2. He would submit that Plaintiff filed Writ Petition (L) No. 9342 of 2025 challenging Show Cause Notice issued by Defendant No.1 however he withdrew the same on 17.04.2025. He would submit that on 02.09.2025 Defendant No.1, placing sole reliance on FAR, issued Fraud Classification Order against Plaintiff which was challenged in Writ Petition (L) No.29095 of 2025 wherein vide order dated 17.09.2025 Defendant No.1 undertook not to act in furtherance of Fraud Classification Order. He would submit that it is case of Defendant No.1 – Bank of Baroda that SEBI has empanelled Defendant No.2 as Forensic Auditor however he would submit that the same has no bearing on the present Suit as SEBI is a Market Regulator and not a Banking Regulator and appointment of Auditor whether internal or external by Banks is governed by the relevant statutes and the RBI Master Directions on Fraud.

                   5.3. He would submit that Defendant No. 2 admittedly is not a CA as contemplated by Section 4(2) of the Chartered Accountants Act, 1949. He would submit that Defendant No.1 is not part of the consortium led by State Bank of India since Defendant No.2’s Report obtained by State Bank of India is used against Bank of Baroda, therefore a separate and different FAR is required.

                   5.4. He would submit that the FAR is challenged by way of Suit on the ground that the issuing entity i.e. Defendant No.2 is not an entity performing public / government functions hence Writ jurisdiction of this Court cannot be invoked against the Report prepared by Defendant No.2 or Defendant No. 3. He would submit that Defendant No.1 – Bank of Baroda served the impugned FAR on 27.06.2024 for the first time therefore there is no delay in filing the present suit. He would submit that the FAR is the sole basis and foundation for Defendant No.1 to issue the Show Cause Notice in 2024, hence there is no other legal remedy available to Plaintiff besides filing of present suit wherein disputed questions of facts can only be decided.

                   5.5. In support of his submissions he would refer to and rely upon a decision of the Supreme Court in the case of S. Shobha Vs. Muthoot Finance Ltd.(2025 SCC Online 177) to contend that although writ of mandamus is issued to public bodies only, in exceptional cases writ of mandamus may be issued to a private body but only where a public duty is cast upon such private body by a statute or statutory rule and only to compel such body to perform its public duty.

                   5.6. He would therefore urge the Court to consider the challenge to the jurisdictional issue raised by the Plaintiff and allow the Interim Application.

6. PER CONTRA, Mr. Andhyarujina, learned Senior Advocate appearing for Defendant No.1 - Indian Overseas Bank in Suit (L) No. 35953 of 2025 would submit that if the 2016 RBI Master Directions and 2024 RBI Master Directions are juxtaposed with each other then it is derived that under the 2016 RBI Master Directions no qualification is prescribed for the Auditor to be a CA. He would submit that the requirement of the Auditor to be a CA was introduced for the first time by way of a clarificatory Footnote in the 2024 RBI Master Directions. He would vehemently submit that Plaintiff is not entitled to any interim relief since account of RCOM has already been declared as fraud by Defendant No. 1 bank as far back as on 21.12.2020. He would submit that as a consequence thereof Plaintiff was all along aware of the classification of RCOM account as fraud since then and therefore filing of the present suit in the year 2025 is barred by limitation on the face of record.

                   6.1. He would submit that Plaintiff filed several judicial proceedings in Court in the year 2024 and 2025 to challenge determination of fraud wherein he failed to secure any relief. He would in his usual fairness submit that though the ground on which interim relief is sought namely qualification and competency of the Auditor it was never challenged, agitated by Plaintiff or dealt with in any previous proceedings in Court, however Plaintiff cannot deny the fact that he was not aware of the competence of Defendant No.2 and qualification of Defendant No.3 since the year 2020 and further this Court has taken cognizance of the FAR and Plaintiff has failed to raise challenge on the aforesaid grounds in these proceedings.

                   6.2. That apart he would submit that Plaintiff fully participated in the enquiry conducted by Defendant No.1 bank which is borne out by extensive correspondence during the years 2024 and 2025 but never objected to the competency and qualification of the Auditor. He would submit that Defendant No. 1 - Indian Overseas Bank accorded Plaintiff opportunity of hearing on 2 occasions but he never raised the issue of qualification of the Auditor. He would submit that cause of action stated in the Suit Plaint is on the basis of a RTI reply dated 24.10.2025 for filing the Suit which was made by a third person called Ms. Siddhi Vora only as a ruse to bring the Suit within limitation when all along since 2020 Plaintiff was fully aware of the FAR. Rather he would submit that the RTI application was a bogus application and challenge to the FAR if any ought to have been made by Plaintiff in the year 2020 when he gained knowledge about the same. On the basis of the above submissions he would persuade the Court to consider that no balance of convenience whatsoever exists in favour of Plaintiff for seeking interim relief in 2025 albeit being on a completely fresh ground. He would submit that no prima facie case is therefore made out for interim relief and if at all any interim relief is granted it will result in irreparable loss to the Defendant - Banks as also all other lender banks who have relied upon the FAR and proceeded further with consequential steps in accordance with law.

                   6.3. The next submission advanced by Mr. Adhyarujina for rejecting interim relief is on merits. At the outset he would place on record meaning of the word "Audit" as per Black’s Law Dictionary(Black's Law Dictionary 126 (7th ed.1999)) to mean a formal examination of individuals’ or organization’s accounting record, financial situation, or compliance with other set of standards. He would submit that Black’s Law Dictionary refers to 9 different types of Audit namely Compliance Audit, Correspondence Audit, Desk Audit, Field Audit, Independent Audit, Internal Audit, Office Audit, Post Audit, and Tax Audit. He would submit that the terminology used in the present case pertains to Forensic Audit by External Auditor as envisaged under the 2016 and 2024 RBI Master Directions.

                   6.4. He would persuade me to juxtapose and read both the aforesaid Master Directions and would submit that the 2016 Master Directions determine and envisage a holistic architecture for determining fraud supervision and loan fraud as one of the key aspect thereof. He would draw my attention to Clause 8.8.2 of the 2016 Master Directions which refer to the word “may” therein and would argue that it would be the choice of the bank to appoint a Forensic Expert for conducting Forensic Audit. While referring to Clause No. 8.9.5 of the 2016 RBI Master Directions he would fairly submit that a precise timeline has been laid down for not only completion of Forensic Audit but also to determine fraud classification within 6 months of the early detection of one or two EWS. He would submit that 2016 RBI Master Directions refer to Audit in the widest possible sense which can be conducted by several rather a multitude of different types of professionals and does not prescribe qualification of CA for the External Auditor.

                   6.5. Thereafter he would submit that 2014 Directions supersede the 2016 RBI Master Directions but with a caveat that all actions legitimately undertaken under the 2016 RBI Master Directions can be continued. He would submit that the 2024 RBI Master Directions provide for following the principles of natural justice before determination of fraud which would include personal hearing to be given to the borrower which in the present case has been offered not once but twice. He would submit that 2024 RBI Master Directions have a well laid out regime permitting the Bank to conduct External Audit or Internal Audit and call for report before issuance of Show Cause Notice and examination of responses / submissions and enquiry for classifying the account as fraud which also entails grant of personal hearing. He would submit that action taken against Plaintiff in the instant case is under the 2016 RBI Master Directions wherein no qualification is prescribed for External Auditor and therefore the core issue raised by Plaintiff for seeking interim relief by challenging the qualification and competence of Auditor is impermissible to be taken in law.

                   6.6. He would submit that the 2024 RBI Master Directions are issued pursuant to the decision of the Supreme Court in the case of State Bank of India vs Rajesh Agarwal and Ors.((2023) 6 SCC 1) wherein challenge to the said Directions was considered and determined by improving and consolidating the enquiry procedure under the 2016 RBI Master Directions. He would submit that Footnote 14 to Clause 4.1 in the 2024 RBI Master Directions will have to be considered as prospective in application and Plaintiff’s reliance on the same to challenge the Show Cause Notice under the 2016 RBI Master Directions cannot be sustained in law. He would submit that the legal position in this regard is well settled in as much as once there is no specific statutory direction of retrospective applicability any subsequent statutory legislation then it will be prospective in application and character.

                   6.7. He would submit that the Master Directions are issued under the provisions of Section 35A of the Banking Regulation Act, 1949 and are clear in its legislative intent. He would submit that the issue framed by the learned Division Bench of this Court while determining Writ Petition No. 3037 of 2025 filed by Plaintiff against State Bank of India and another and decided on 03.10.2025 to challenge the Show Cause Notice issued by State Bank of India and the resultant order passed by State Bank of India classifying the account of RCOM company as fraud squarely answers the aforesaid question. He would submit that while upholding the impugned action of the Bank and the issue pertaining to grant of personal hearing the learned Division Bench of this Court in paragraph No.25 clearly noted and acknowledged the FAR but because Plaintiff did not press the same on any ground the Division Bench observed that it was not required to go into the same. He would submit that Plaintiff failed to raise challenge to the FAR in several previous proceedings and therefore he is precluded from raising the same in the present proceedings.

                   6.8. He would submit that the Plaint is conspicuously silent on the issue of declaration of fraud. He would submit that Defendant No .1 Bank had as far back as on 21.12.2020 taken the statutory steps to declare and upload the Fraud Monitoring Return qua Plaintiff company RCOM on the Extensible Business Reporting Language platform (for short “XBRL”) of the RBI after Defendant No. 2 submitted the FAR on 15.10.2020 observing many major irregularities and thus the fraud came to light. He has drawn my attention to the said document appended at page No. 181 Exhibit “F” of the reply of Defendant No. 1 to the Interim Application.

                   6.9. He would submit that Master Directions are a form of delegated legislation and in the present case even though 2024 RBI Master Directions state that the previous RBI Master Directions are repealed, it is not so in the present case.

                   6.10. He would submit that 2016 RBI Master Directions are not expressly repealed by the 2024 RBI Master Directions. He would submit that there is no express repeal of the previous Directions since validity of all pending actions under the previous Directions would have to be continued despite the 2024 RBI Master Directions. He would submit that there is no express omission of 2016 RBI Master Directions in the 2024 RBI Master Directions and statutes speak expressly as also positively and by omissions.

                   6.11. He would submit that since the 2016 RBI Master Directions and all actions taken thereunder continue, the clarification contained in Footnote 14, inter alia, of the 2024 RBI Master Directions pertaining to qualification of the Auditor under the relevant statutes does not apply.

                   6.12. He would submit that Footnote 14 in the 2024 RBI Master Directions fixes the qualification of the External Auditor for the first time and by no stretch of imagination it could be said that the same applies retrospectively to the External Auditor appointed by Banks under the 2016 RBI Master Directions.

                   6.13. He would submit that the 2016 RBI Master Directions clearly rule out the External Auditor to have qualification of Chartered Accountant. He would submit that 2024 RBI Master Directions and Footnote 14 contained therein will have to be therefore considered by the Court as a substantive change in delegated legislation for the purpose of fixing qualification of the External Auditor which was otherwise inherently absent in the 2016 RBI Master Directions.

                   6.14. He would submit that a purposeful meaning is to be ascribed to Footnote 14 and it is to be held as a substantive change to operate prospectively and it cannot have any retrospective application.

                   6.15. He would submit that if interim relief is granted to the Plaintiff it would render appointment of Defendant No.2 as illegal due to competence of Defendant No.2 and qualification of Defendant No.3.

                   6.16. He would submit that some Banks have declared Plaintiff as fraud and it would have an effect on the said declaration since it has been done after following the due process of law.

                   6.17. He would submit that the entire investigation pursuant to issuance of show-cause notice and steps taken by Banks which have been acquiesced by the Plaintiff and Plaintiff having participated in the same would be rendered nugatory. Finally, he would submit that it would seriously affect a vested position which is established pursuant to issuance of show-cause notices by Banks and render all action for effecting recovery null and void. He would submit that in so far as Footnote 14 is concerned, the 2024 RBI Master Directions will have to be considered as explanatory and clarificatory for the purpose of consolidation of the substantive directions contained in the previous 2016 RBI Master Directions and hence it will have to be considered as a substantive change.

                   6.18. Mr. Andhyarujina has referred to and and relied upon the decision of the Supreme Court in the case of Zile Singh Vs. State of Maharashtra and Ors.((2004) 8 Supreme Court Cases 1) to contend that unless there are specific words stated in the statute to show the intention of the legislature, the statute will have to be determined as prospective in application only. He would submit that qualification of the External Auditor rendered vide Footnote 14 in 2024 RBI Master Directions will have to be therefore considered as a substantive change and it cannot be merely considered to be explanatory or clarificatory. Paragraph Nos.13 to 18 of the aforesaid judgment are relevant in this regard according to him and are reproduced below:-

                   “13. It is a cardinal principle of construction that every statute is prima facie prospective unless it is expressly or by necessary implication made to have a retrospective operation. But the rule in general is applicable where the object of the statute is to affect vested rights or to impose new burdens or to impair existing obligations. Unless there are words in the statute sufficient to show the intention of the legislature to affect existing rights, it is deemed to be prospective only — “nova constitutio futuris formam imponere debet non praeteritis” — a new law ought to regulate what is to follow, not the past. (See Principles of Statutory Interpretation by Justice G.P. Singh, 9th Edn., 2004 at p. 438.) It is not necessary that an express provision be made to make a statute retrospective and the presumption against retrospectivity may be rebutted by necessary implication especially in a case where the new law is made to cure an acknowledged evil for the benefit of the community as a whole (ibid., p. 440).

                   14. The presumption against retrospective operation is not applicable to declaratory statutes…. In determining, therefore, the nature of the Act, regard must be had to the substance rather than to the form. If a new Act is “to explain” an earlier Act, it would be without object unless construed retrospectively. An explanatory Act is generally passed to supply an obvious omission or to clear up doubts as to the meaning of the previous Act. It is well settled that if a statute is curative or merely declaratory of the previous law retrospective operation is generally intended…. An amending Act may be purely declaratory to clear a meaning of a provision of the principal Act which was already implicit. A clarificatory amendment of this nature will have retrospective effect (ibid., pp. 468-69).

                   15. Though retrospectivity is not to be presumed and rather there is presumption against retrospectivity, according to Craies (Statute Law, 7th Edn.), it is open for the legislature to enact laws having retrospective operation. This can be achieved by express enactment or by necessary implication from the language employed. If it is a necessary implication from the language employed that the legislature intended a particular section to have a retrospective operation, the courts will give it such an operation. In the absence of a retrospective operation having been expressly given, the courts may be called upon to construe the provisions and answer the question whether the legislature had sufficiently expressed that intention giving the statute retrospectivity. Four factors are suggested as relevant: (i) general scope and purview of the statute; (ii) the remedy sought to be applied; (iii) the former state of the law; and (iv) what it was the legislature contemplated. (p. 388) The rule against retrospectivity does not extend to protect from the effect of a repeal, a privilege which did not amount to accrued right. (p. 392)

                   16. Where a statute is passed for the purpose of supplying an obvious omission in a former statute or to “explain” a former statute, the subsequent statute has relation back to the time when the prior Act was passed. The rule against retrospectivity is inapplicable to such legislations as are explanatory and declaratory in nature. A classic illustration is the case of Attorney General v. Pougett [(1816) 2 Price 381 : 146 ER 130] (Price at p. 392). By a Customs Act of 1873 (53 Geo. 3, c. 33) a duty was imposed upon hides of 9s 4d, but the Act omitted to state that it was to be 9s 4d per cwt., and to remedy this omission another Customs Act (53 Geo. 3, c. 105) was passed later in the same year. Between the passing of these two Acts some hides were exported, and it was contended that they were not liable to pay the duty of 9s 4d per cwt., but Thomson, C.B., in giving judgment for the Attorney General, said: (ER p. 134) “The duty in this instance was, in fact, imposed by the first Act; but the gross mistake of the omission of the weight, for which the sum expressed was to have been payable, occasioned the amendment made by the subsequent Act: but that had reference to the former statute as soon as it passed, and they must be taken together as if they were one and the same Act;” (Price at p. 392)

                   17. Maxwell states in his work on Interpretation of Statutes (12th Edn.) that the rule against retrospective operation is a presumption only, and as such it “may be overcome, not only by express words in the Act but also by circumstances sufficiently strong to displace it” (p. 225). If the dominant intention of the legislature can be clearly and doubtlessly spelt out, the inhibition contained in the rule against perpetuity becomes of doubtful applicability as the “inhibition of the rule” is a matter of degree which would “vary secundum materiam” (p. 226). Sometimes, where the sense of the statute demands it or where there has been an obvious mistake in drafting, a court will be prepared to substitute another word or phrase for that which actually appears in the text of the Act (p. 231).

                   18. In a recent decision of this Court in National Agricultural Coop. Marketing Federation of India Ltd. v. Union of India [(2003) 5 SCC 23] it has been held:

                   that there is no fixed formula for the expression of legislative intent to give retrospectivity to an enactment. Every legislation whether prospective or retrospective has to be subjected to the question of legislative competence. The retrospectivity is liable to be decided on a few touchstones such as: (i) the words used must expressly provide or clearly imply retrospective operation; (ii) the retrospectivity must be reasonable and not excessive or harsh, otherwise it runs the risk of being struck down as unconstitutional; (iii) where the legislation is introduced to overcome a judicial decision, the power cannot be used to subvert the decision without removing the statutory basis of the decision. There is no fixed formula for the expression of legislative intent to give retrospectivity to an enactment. A validating clause coupled with a substantive statutory change is only one of the methods to leave actions unsustainable under the unamended statute, undisturbed. Consequently, the absence of a validating clause would not by itself affect the retrospective operation of the statutory provision, if such retrospectivity is otherwise apparent.”

                   6.19. He has also relied upon the decision of Supreme Court in the case of Commissioner of Income Tax (Central)-I, New Delhi Vs. Vatika Township Private Limited((2015) 1 Supreme Court Cases 1 : (2014) 367 ITR 466 : 2014 SCC OnLine SC 712.) in this regard. The relevant paragraph Nos.27 to 31 therein read by him are reproduced below:-

                   “27. A legislation, be it a statutory Act or a statutory rule or a statutory notification, may physically consists of words printed on papers. However, conceptually it is a great deal more than an ordinary prose. There is a special peculiarity in the mode of verbal communication by a legislation. A legislation is not just a series of statements, such as one finds in a work of fiction/non- fiction or even in a judgment of a court of law. There is a technique required to draft a legislation as well as to understand a legislation. Former technique is known as legislative drafting and latter one is to be found in the various principles of “interpretation of statutes”. Vis-à-vis ordinary prose, a legislation differs in its provenance, layout and features as also in the implication as to its meaning that arise by presumptions as to the intent of the maker thereof.

                   28. Of the various rules guiding how a legislation has to be interpreted, one established rule is that unless a contrary intention appears, a legislation is presumed not to be intended to have a retrospective operation. The idea behind the rule is that a current law should govern current activities. Law passed today cannot apply to the events of the past. If we do something today, we do it keeping in view the law of today and in force and not tomorrow's backward adjustment of it. Our belief in the nature of the law is founded on the bedrock that every human being is entitled to arrange his affairs by relying on the existing law and should not find that his plans have been retrospectively upset. This principle of law is known as lex prospicit non respicit : law looks forward not backward. As was observed in Phillips v. Eyre [(1870) LR 6 QB 1] , a retrospective legislation is contrary to the general principle that legislation by which the conduct of mankind is to be regulated when introduced for the first time to deal with future acts ought not to change the character of past transactions carried on upon the faith of the then existing law.

                   29. The obvious basis of the principle against retrospectivity is the principle of “fairness”, which must be the basis of every legal rule as was observed in L'Office Cherifien des Phosphates v. Yamashita-Shinnihon Steamship Co. Ltd. [(1994) 1 AC 486 : (1994) 2 WLR 39 : (1994) 1 All ER 20 (HL)] Thus, legislations which modified accrued rights or which impose obligations or impose new duties or attach a new disability have to be treated as prospective unless the legislative intent is clearly to give the enactment a retrospective effect; unless the legislation is for purpose of supplying an obvious omission in a former legislation or to explain a former legislation. We need not note the cornucopia of case law available on the subject because aforesaid legal position clearly emerges from the various decisions and this legal position was conceded by the counsel for the parties. In any case, we shall refer to few judgments containing this dicta, a little later.

                   30. We would also like to point out, for the sake of completeness, that where a benefit is conferred by a legislation, the rule against a retrospective construction is different. If a legislation confers a benefit on some persons but without inflicting a corresponding detriment on some other person or on the public generally, and where to confer such benefit appears to have been the legislators' object, then the presumption would be that such a legislation, giving it a purposive construction, would warrant it to be given a retrospective effect. This exactly is the justification to treat procedural provisions as retrospective. In Govt. of India v. Indian Tobacco Assn. [(2005) 7 SCC 396] , the doctrine of fairness was held to be relevant factor to construe a statute conferring a benefit, in the context of it to be given a retrospective operation. The same doctrine of fairness, to hold that a statute was retrospective in nature, was applied in Vijay v. State of Maharashtra [(2006) 6 SCC 289] . It was held that where a law is enacted for the benefit of community as a whole, even in the absence of a provision the statute may be held to be retrospective in nature. However, we are (sic not) confronted with any such situation here.

                   31. In such cases, retrospectivity is attached to benefit the persons in contradistinction to the provision imposing some burden or liability where the presumption attaches towards prospectivity. In the instant case, the proviso added to Section 113 of the Act is not beneficial to the assessee. On the contrary, it is a provision which is onerous to the assessee. Therefore, in a case like this, we have to proceed with the normal rule of presumption against retrospective operation. Thus, the rule against retrospective operation is a fundamental rule of law that no statute shall be construed to have a retrospective operation unless such a construction appears very clearly in the terms of the Act, or arises by necessary and distinct implication. Dogmatically framed, the rule is no more than a presumption, and thus could be displaced by outweighing factors.”

7. Mr. Setalvad, learned Senior Advocate is appearing for Defendant No. 1 - Bank of Baroda ( for short "BOB") in Suit (L) No. 37862 of 2025. He would adopt the principal submissions made by Mr. Andhyarujina which are not repeated herein for brevity but stand adopted as traversed by him. He would submit that some facts qua BOB are different as Fraud Classification Order dated 02.09.2025 is passed by BOB which is pending challenge in Writ Jurisdiction before this Court. At the outset he would draw my attention to the prayer clauses in the Suit Plaint and would submit that the only prayer that would survive in the facts and circumstances of Plaintiff's case qua BOB as on date would be the prayer for seeking damages which is prayer Clause (a). He would submit that all other prayer clauses from prayer Clauses (b) to (f), inter alia, pertaining to challenge to the FAR, recall of FAR, challenge to the Show Cause Notice, recall of Show Cause Notice and all actions taken in furtherance thereof do not survive since fraud classification Order has already been passed and further consequential steps are contemplated.

                   7.1. He would draw my attention to the order dated 17.04.2025 passed by this Court in Writ Petition (L) No. 9343 of 2025 in respect of the very same show-cause-notice which is the subject matter of challenge in the present Suit proceedings. He would next draw my attention to the proceedings in Writ Petition (L) No. 2905 of 2025 filed by Plaintiff in this Court once again for the very same cause of action i.e. to challenge the same Show Cause Notice and all consequential actions taken in furtherance thereof. He would submit that once such aforesaid multiple challenges for the same cause of action are maintained in the Writ Court, present Suit proceeding for the same reliefs are nothing but an abuse of the due process of law and on this count alone, Plaintiff is disentitled to interim relief. He would submit that there is no delay whatsoever on the part of Defendant No. 1 to issue the Show Cause Notice and a completely false case of urgency has been pleaded by Plaintiff seeking interim relief in paragraph No. 11 of the Suit Plaint by building a false narrative that Plaintiff was not aware of the FAR. He would submit that Plaintiff is not entitled to interim relief concerning the alleged cause of action stated in the Suit Plaint of having obtained the Report and information on qualification of Respondent No. 2 through RTI when Plaintiff was fully aware about the FAR prepared by Defendant No. 2 almost 5 years ago. Hence he would submit that the Plaintiff is not entitled to any interim relief as grant of interim relief would upset the consequential steps taken by the Bank in furtherance of the Show Cause Notice and personal hearing granted to Plaintiff.

                   7.2. He would adopt the submissions made by Mr. Andhyarujina with respect to acquisition of knowledge of the FAR by Plaintiff through RTI Application filed by a third party stranger and with respect to the date of cause of action having arisen as stated in the Suit plaint to argue the bar of limitation. He would submit that Plaintiff was all along aware of the FAR and its signatory i.e. Defendant No. 3, but did not take any steps whatsoever in the last five years until filing of the present Suit proceedings to challenge the BDO LLP report on the ground of competence and qualification of Defendant Nos.2 and 3. He would submit that multiple proceedings filed by Plaintiff before different Courts including the Supreme Court and despite he not having raised any objection to the FAR on the above grounds during the past five years clearly amount to waiver and estoppel by Plaintiff of the alleged grounds pleaded in the Suit Plaint. He would submit that the conduct and action of Plaintiff clearly amount to giving up the plea to challenge the Auditor’s qualification when the Plaintiff is consistently litigating in this Court for the past two years.

                   7.3. In his usual fairness he would submit that Defendant No. 1 Bank was not a party to the consortium led by SBI leading to appointment of the Forensic Auditor namely Defendant No. 2. However he would submit that BOB is exposed to the account of Plaintiff’s Companies and is a member of the JLF and FAR dated 15.10.2020 clearly records potential diversion of funds including transfer of funds to subsidiary group companies and related parties affecting the Defendant No.1 - Bank.

                   7.4. He would submit that as a matter of fact Defendant No. 1 Bank paid Rs. 19.21 Lakhs as fee towards its share for preparation of the FAR to Defendant No.2. He would submit that the ground of challenge to Auditor’s qualification is taken by Plaintiff as a complete afterthought and is a malafide exercise of the due process of law after he having failed to obtain reliefs for the past two years in a multitude of proceedings filed by him. He would submit that the Suit is hit by the bar of limitation since Plaintiff had knowledge about the FAR as far back as in 2021 and he chose not to challenge the same on the grounds of challenge in the present Suit proceedings and therefore the Interim Application seeking reliefs be dismissed with exemplary costs.

                   7.5. He would submit that SEBI as one of the market regulator does not require the Forensic Auditor to be a Chartered Accountant as Forensic Auditor can be an expert having expertise in the field of investigation and forensic auditing. He would draw my attention to the JLF decision at page No. 102 of the Bank’s reply Affidavit wherein Plaintiff has been declared as fraud and substantial investigation is underway and therefore would vehemently persuade the Court to consider that if any interim relief is granted at this stage to Plaintiff, the entire investigation undertaken by the Law Enforcement Agencies will be derailed and set to naught.

                   7.6. He would submit that the only remedy therefore available to Plaintiff at this stage, considering the present facts and circumstances, is to go for a personal hearing before the Bank as final order declaring Plaintiff's account as fraud has already been passed on 02.09.2025. He would submit that Plaintiff would have to submit his explanation to the findings and conclusions in the FAR rather than challenge the Report on the ground of competency and qualification of Defendant No.2 and 3 which is a complete afterthought. He would draw my attention to the FAR at page No. 130 of the Suit Plaint and would submit that the FAR is prepared and signed by Defendant No. 3, then Partner of Defendant No.2 firm and it is not Plaintiff's case that he did not know as to who was the author and signatory of the said report.

                   7.7. He would submit that as far back as in the year 2020, Plaintiff was fully aware of the fact that FAR was prepared and signed by Defendant No. 3. He would draw my attention to the 2016 RBI Master Directions and would contend that holistically reading the said Directions clearly envisage no requirement of a Chartered Accountant to conduct a Forensic Audit. He would submit that considering the gamut of proceedings in the last five years and more specifically in the last two years filed by Plaintiff and he being well aware of the FAR which forms an integral part of all his challenges, he cannot now turn around and seek to challenge the qualification and competence of the Forensic Auditor on the specious ground that the 2024 RBI Master Directions require a Chartered Accountant to be a Forensic Auditor.

                   7.8. He would submit that in the present case insofar as BOB is concerned, a complete copy of the FAR was forwarded to Plaintiff on 27.06.2024 which is duly acknowledged by him on 09.07.2024. He would submit that in that view of the matter when Plaintiff was fully aware of the Forensic Audit even otherwise since 2021, which is borne out from the correspondence between the Advocates for the Bank and Plaintiff, a clear case of clever drafting of attempting to bring the Suit proceeding within limitation is made by challenging the competency and qualification of the author of the Report. He would submit that insofar as BOB is concerned, Plaintiff himself by letter dated 15.07.2024 sought eight weeks' time on the ground that he was still analyzing the Report.

                   7.9. He would submit that Plaintiff raised his grievances with respect to the cause of action, inter alia, referring to the FAR prepared by BDO LLP before the Reserve Bank of India by his detailed complaint dated 22.03.2025 appended at page No. 710 Exh. "CC" to the Suit plaint wherein he did not question the competence and qualification of Defendant Nos. 2 and 3 and accepted the Report. He would submit that despite raising several grievances Plaintiff never raised any grievance whatsoever to challenge the competence and qualification of the Auditor in multiple proceedings. He would submit that by order dated 01.08.2025 Reserve Bank of India closed the complaint of Plaintiff and thus pursuant thereto on 02.09.2025 fraud classification Order was passed. He would submit that Writ Petition is filed by Plaintiff to challenge the fraud classification Order and in paragraph No. (f) thereof identical ground of challenge has been taken.

                   7.10. In view of above submissions, he would submit that since all along Plaintiff was fully aware of the External Auditor's qualification and credentials and he having filed multiple proceedings, he is now estopped from launching a fresh challenge in the present Suit proceeding on the same cause of action in law and the Court should not permit the same.

                   7.11. On merits of the matter he would adopt the submissions made by Mr. Andhyarujina and in addition thereto submit that 2016 RBI Master Directions do not refer to External Auditor which will have to be construed as distinct and separate from that of appointment of Internal Auditor of the Company envisaged under Section 141 of the Companies Act. He would submit that 2016 RBI Master Directions do not refer to any qualification for the Auditor and therefore case of Plaintiff is bad in law since Show Cause Notice has been issued to Plaintiff under the 2016 Master Directions.

                   7.12. He would submit that if this Court gives any interim relief to the Plaintiff it would render the entire investigation undertaken so far by the Law Enforcement Agencies nugatory for all practical purposes and all orders denying relief to the Plaintiff by the Superior Courts shall stand overturned. He would submit that the 2024 RBI Master Directions are issued in supersession of the 2016 RBI Master Directions and they cannot be applied retrospectively to the 2016 Directions. He would refer to and rely upon paragraph No. 66 of the decision in the case of State of Orissa v. Titaghur Paper Mills Co. Ltd.(1985 Supp SCC 280) in support of his above submissions.

                   7.13. On the issue of limitation he would submit that he would adopt the submissions made by Mr. Andhyarujina and further submit that in view of consistent action of Plaintiff in approaching the Court of law repeatedly and filing multiple proceedings in the past two years, Plaintiff being fully aware of the author of the FAR as far back as in 2020, this is a fit case for exercise of inherent jurisdiction of the Court under Section 151 of the Civil Procedure Code, 1908 (for short "CPC") for dismissing the Suit Plaint at the threshold with exemplary costs.

                   7.14. He would refer to and rely upon the decisions of the Supreme Court in the following cases viz; Patil Automation (P) Ltd v. Rakheja Engineers (P) Ltd.((2022) 10 SCC 1), Dhanbad Fuels Private Limited Vs. Union of India((2025) 9 SCC 424) and Shri Mukund Bhavan Trust v. Shrimant Chhatrapati Udayan Raje Pratapsinh Maharaj Bhonsle((2024) 15 SCC 675) in support of his submissions. He would submit that it has been held by the Supreme Court in the case of Shri Mukund Bhavan Trust (supra) at paragraph No. 41 thereof that if it is a case of clever drafting noticed by Court, then such action of Plaintiff has to be nipped in the bud itself.

                   7.15. He would submit that balance of convenience and prima facie case has not been made out and hence Plaintiff is disentitled to any interim relief. On the issue of irreparable loss, he would submit that grave consequences would follow if this Court grants interim relief to the Plaintiff since pursuant to the Show Cause Notice and fraud classification Order substantial steps have been taken in that direction and all those actions will stand overturned in the process and not only the Defendant No. 1 Bank but all members of the consortium who are lenders and who have suffered will be affected. Hence, he would submit that Plaintiff is not entitled to any interim relief whatsoever.

8. Mr. Bharucha, learned Senior Advocate appears for Defendant No.1 – IDBI Bank in Suit (L) No.37573 of 2025. In his usual fairness, at the outset, he would submit that he adopts the submissions and arguments canvassed by both the Learned Senior Advocates Mr. Andhyarujina and Mr. Setalvad. For brevity the same are not repeated and reiterated herein and they stand adopted as traversed. He would submit that in addition thereto and to the extent of additional / differential facts qua IDBI Bank he would like to make the following submissions:-

                   8.1. He would submit that case of Plaintiff qua IDBI Bank stands on a completely different footing to some extent. He would submit that case of Plaintiff is on the premise that IDBI’s Fraud Committee proceedings are based on BDO LLP’s FAR and that Defendant No.2 is not an Auditor appointed under the 2024 RBI Master Directions. He would submit that the case of Plaintiff is erroneous since IDBI’s Fraud Committee proceedings are issued under the 2016 RBI Master Directions.

                   8.2. Next, he would submit that the Defendant No.2 - Auditor - BDO LLP is an empanelled Forensic Auditor with IBA and since IDBI Bank is a Member of this Association it cannot be faulted for relying on BDO LLP’s FAR. He would submit that IDBI Bank has followed the entire procedure set out in the 2016 RBI Master Directions on Fraud, it has complied with Supreme Court’s directions on principles of natural justice which the Plaintiff has availed of to defend himself and once that is done it is now not open to Plaintiff to challenge the FAR on the ground that the 2024 RBI Master Directions provide for a different process / qualification of the Auditor.

                   8.3. He would submit that in so far as IDBI Bank is concerned Plaintiff after much delay and several failed Court challenges eventually appeared personally for hearing before IDBI’s Fraud Committee on 30.10.2025 and thereafter has submitted a detailed written representation. He would submit that from the date of issuance of Show Cause Notice on 31.05.2024 to the Plaintiff filing detailed written representation after October 2025 and Plaintiff fully being aware of the FAR and status of its author, not even once Plaintiff has raised challenge to the Report on the ground of Auditor’s qualification. Hence, he would submit that it is a complete afterthought on the part of Plaintiff to file the present Suit proceeding which is an abuse of the due process of law.

                   8.4. He would submit that in October 2025, Plaintiff filed Writ Petition (L) No.34065 of 2025 before this Court seeking stay of his scheduled personal hearing which he had agreed to attend. However, he withdrew the Writ Petition and agreed to appear before IDBI’s Fraud Committee. He would submit that all along for the past several years Plaintiff has never objected or raised grievance about competency and qualification of the Forensic Auditor and he has filed the present Suit entirely on a new ground of which he was fully aware of during the last 5 years. Hence, he would submit that the Suit cannot maintain a challenge to the FAR either on merits or competency and no equities are created in favour of Plaintiff. He would therefore vehemently urge the Court to dismiss the Suit itself at the threshold with exemplary costs.

                   8.5. On the issue of merits, he would additionally submit that the 2024 RBI Master Directions do not invalidate either the Show Cause Notice or the process (including the Audit Report) initiated under the 2016 RBI Master Directions. He would submit that the Division Bench of this Court in the Plaintiff’s own case i.e. Anil Ambani Vs. State Bank of India(Writ Petition No.3037 of 2025) has settled this issue. He would submit that the said judgment covers IDBI Bank's Show Cause Notice and the fraud proceedings. He would submit that the 2024 RBI Master Directions apply 'prospectively' and do not cover the process initiated and completed under the 2016 RBI Master Directions. He would submit that even otherwise, the Directions in the 2014 RBI Master Directions of appointment of "Auditor" are directory and not mandatory.

                   8.6. He would submit that no statute provides for conducting a Forensic Audit by an 'Auditor' in terms of the Companies Act, 2013. He would submit that if the interim relief sought by Plaintiff is granted then it will set the clock four years backwards and cause serious prejudice to IDBI Bank and other Lender Banks. He would submit that the alleged fraudulent transactions in the FAR are of approximately to the tune of Rs. 33603 crores and interim relief or any other relief would have an adverse cascading effect on the Indian economy because of the sheer size of the transactions.

                   8.7. Next, he would submit that this Court should take into cognizance the fact that since the year 2019 the lead Bank of the consortium consisting of 20 banks and Lenders of RCOM, RTL and RITL appointed Defendant No.2 BDO LLP to conduct the Forensic Audit of the three (3) Companies of Plaintiff for the period from 2013 to 2017. He would submit that on 15.10.2020 Defendant No.2 submitted its FAR to the JLF alleging that substantial payment received from the Banks were used to pay connected parties and other Bank loans and were used as Investment by the three (3) Companies.

                   8.8. He would submit that since the year 2021, Plaintiff was fully aware of the status of BDO LLP Report. He would fairly submit that though the BDO LLP Report was shared with Plaintiff by other banks in and around 2023-2024, Defendant No.1 – IDBI Bank shared and forwarded it to Plaintiff on 26.06.2025. He would submit that despite the above fact, on 17.10.2025 Plaintiff filed Writ Petition (L) No.34065 of 2025 against IDBI Bank seeking order for production and disclosure of all documents relied upon in the Show Cause Notice before conducting a personal hearing. He would submit that this Writ Petition was withdrawn on 28.10.205 by Plaintiff and he agreed to appear before IDBI Bank’s Fraud Committee for personal hearing and sought liberty to answer all contentions before the Committee.

                   8.9. He would vehemently submit that during the aforesaid proceedings not even once Plaintiff raised the grievance of Auditor’s status and qualification under the 2024 RBI Master Directions. Neither he raised challenge for withdrawal of Show Cause Notice on that ground. He would submit that on 29.10.2025 IDBI Bank declared RCOM - the borrower as “fraud account” based on Defendant No.2’s FAR and thus action is completed. He would submit that Plaintiff was RCOM’s Promoter and thus in control of RCOM. He would submit that declaration as “Fraud” by order dated 29.10.2025 is not challenged rather Plaintiff has appeared before IDBI’s Fraud Committee and made oral submissions for almost (two) 2 hours recently.

                   8.10. He would submit that even thereafter correspondence is exchanged with IDBI Bank seeking list of documents but no grievance or complaint is made alleging that the 2024 RBI Master Directions superseded the 2016 Directions or for that matter to challenge qualification of the Auditor. He would submit that it is in this background that present Suit is filed by Plaintiff now to seek a declaration that Show Cause Notice by IDBI Bank is bad in law after he having appeared at the personal hearing before the Committee, which should not be countenanced by Court.

                   8.11. On the basis of the above critical dates he would submit that Plaintiff's entire argument that IDBI's fraud proceedings rely on Defendant No.2’s FAR and that Defendant No.2 is not an "Auditor' under the 2024 RBI Master Directions on Fraud fails because IDBI's proceedings are governed by the old 2016 RBI Master Directions on Fraud and not the new one. He would submit that Defendant No.2 was qualified to conduct the Forensic Audit of RCOM - the borrower and Plaintiff. He would submit that Defendant No.2 is an empanelled Forensic Auditor with the IBA. He would submit that as Member of the consortium, IDBI cannot be blamed for relying on Defendant No.2’s Report. He would submit that the list of empanelled Forensic Auditors appended at page No.46 of IDBI’s reply show that Defendant No.2’s name appears at serial No.96 of the said list.

                   8.12. He would submit that Defendant No.2’s Report is now sought to be impugned as being contrary to the new 2024 RBI Master Directions on Fraud which is the basis on which RCOM, i.e. the Borrower was found to be a “fraud account”. He would submit that neither RCOM nor Plaintiff has challenged this classification of fraud on any ground whatsoever and hence it has attained finality.

                   8.13. He would submit that the entire fraud proceeding as mandated by the 2016 RBI Master Directions on Fraud has been concluded in the case of IDBI. He would submit that Plaintiff cannot at this stage now seek to belatedly stay further proceedings or seek any relief, interim or otherwise, from this Court on a wholly misconceived contention that was available to him for over a year.

                   8.14. He would submit that after the conclusion of fraud proceeding under the 2016 RBI Master Directions on Fraud including adherence to the principles of natural justice as mandated by the Supreme Court in Rajesh Agarwal (supra) any stay at this stage would irretrievably prejudice and harm the Bank's right and duty to initiate legal action against the mastermind of the fraudulent transactions. He would submit that the Bank is an injured party because its money was wrongly diverted by Plaintiff’s Companies by fraudulent transactions. He would submit that Bank's right and duty to act against a party that defrauded it cannot be taken away on wholly misconceived grounds.

                   8.15. He would submit that IDBI's fraud proceedings are distinct from those of other banks. He would submit that IDBI has adhered to the procedure outlined in the 2016 RBI Master Directions on Fraud and has provided multiple opportunities for Plaintiff to defend himself. He would submit that once the process under old 2016 RBI Master Directions on Fraud has been completed both in respect of the principal borrower i.e., RCOM and Plaintiff no challenge can now be made to it on the ground that the 2024 RBI Master Directions on Fraud provide for a different process.

                   8.16. He would submit that Plaintiff’s claim must fail since under both 2024 Master Directions and 2016 Master Directions, FAR need not be prepared by a statutory Auditor and is prepared merely for investigative purposes. He would submit that a statutory Auditor cannot undertake Forensic Audit within the meaning of Section 143 of Companies Act, 2013.

                   8.17. On the issue of Footnote 14 in the 2024 RBI Master Directions, he would submit that the same cannot be used by Plaintiff to qualify the main provision stated in the Directions. He would submit that its plain wording is not limited to the Companies Act, 2013 alone as the relevant statute but other Acts and Laws are also applicable, that the SEBI guidelines and Notification dated 02.09.2015 and more specifically sub Section 17 of Listing Obligations and Disclosure Requirement (for short “LODR”) would also be applicable. In support of this submission he has referred to and relied upon the decision of the Supreme Court in the case of C. Bright Vs. The District Collector and Others.(Civil Appeal No. 3441 of 2020 decided on 05.11.2020)

                   8.18. With regard to the contention regarding Footnote he has referred to and relied upon the decision of the Supreme Court in the case of V.B. Prasad Vs. Manager, P.M.D.U.P. School and Ors.((2007) 10 SCC 269). He would further refer to and rely upon the recent decision of the Delhi High Court in the case of Avantha Holdings Limited and Another Vs. Union of India and Ors.(WP (C) 274 of 2023) to contend that a power to declare fraud lies solely with banks not with Forensic Auditors, that FAR is merely a piece of evidence and not amenable to challenge as it is nothing but an opinion of expert and no civil or evil consequences flow directly from such a Report until and unless some prejudicial administrative decision is taken by the Lender – Bank (s) or JLF on the basis of the said Report and FAR by itself will not cause any prejudice since it is merely opinion of an expert.

                   8.19. In furtherance to above, in support of his submissions he has referred to and relied upon the following decisions of the Courts:-

                   (i) The decision of the Supreme Court in the case of Chairman, U. P. Jal Nigam and Another Vs. Jaswant Singh and Another(2006 11 SCC 464) wherein reliance is placed on paragraph Nos.9 and 12 thereof which are reproduced below for reference:-

                   “9 similarly in Jagdish Lal v. State of Haryana this Court reaffirmed the rule if a person chose to sit over the matter and then woke up after the decision of the court, then such person cannot stand to benefit. In that case it was observed as follows: (SCC p. 542). "The delay disentitles a party to discretionary relief under Article 226 or Article 32 of the Constitution. The appellants kept sleeping over their rights for long and woke up when they had impetus from Virpal Singh Chauhan case. The appellants' desperate attempt to redo the seniority is not amenable to judicial review at this belated stage” .

                   10. xxxxxx

                   11. xxxxxx

                   “12. ...it is unjust to give the claimant a remedy where, by his conduct, he has done that which might fairly be regarded as equivalent to a waiver of it; or where by his conduct and neglect, though not waiving his remedy, he has put the other party in a position in which it would not be reasonable to place him if the remedy were afterwards be asserted.”

                   (ii) The decision of the Supreme Court in the case of Chairman, State Bank of India and Anr Vs. M. J. James(2022 2 SCC 301), wherein reliance is placed on paragraph No.41 relevant excerpt of which reads thus:-

                   "41 it is, therefore, necessary for the court to consciously examine whether a party chosen to sit over the matter and has woken up to gain any advantage and benefit, which aspects have been noticed in Dehri Rohtas Light Railway Co. v. District Board, Bhojpur and State of Maharashtra v. Digambar. These facets, when proven, must be factored and balanced, even when there is delay and laches on the part of authorities."

                   8.20. He would submit that the Division Bench of this Court in the case of Anil Ambani (supra), specifically in paragraph No.13 has held as under:-

                   "13. ...there is no mention in the Master Directions 2024 relating to the validity of a SCN being issued prior to the said Directions. Issuance of a detailed SCN to give an opportunity to the borrower of being heard is the only sine qua non as per the Master Directions 2024. As long as the principles of natural justice are complied with and the doctrine of audi alteram partem is ensured, there is no violation of the Master Directions 2024 nor the directions issued by the Supreme Court in Rajesh Agrawal (supra)" (para 12 of the judgment). The High Court further held that, "SBI was entitled to proceed pursuant to the impugned SCN issued prior to the Master Directions 2024, as long as principles of natural justice are complied with. The process initiated by SBI by issuing impugned SCN continues post 2024 Master Directions and the impugned SCN merges with the subsequent process. In this view of the matter, we are not inclined to accept the arguments of Mr. Khambata that actions of the Bank pursuant to the SCN dated 20th December 2023 issued prior to the Master Directions 2024 of RBI are invalid. Thus, the doctrine of supersession of the Master Directions 2016 by issuance of Master Directions 2024 as invoked by Mr. Khambata, fails".

                   8.21. He would submit that relying on this decision, this Court held that SBI's Show Cause Notice dated 20.12.2023 is valid under the new 2024 RBI Master Direction of Fraud. From the above, he would submit that IDBI's case falls under the same category. Hence, he would submit that Plaintiff has made out no case for interference by Court at this stage.

                   8.22. In addition to above, he would contend that even otherwise, the 2024 RBI Master Directions on Fraud do not invalidate the proceedings initiated (and completed) under the 2016 RBI Master Directions as it is clear from the language of the 2024 RBI Master Directions. He would submit that the 2024 RBI Master Directions on Fraud apply 'prospectively' and do not cover the process initiated and completed under the 2016 RBI Master Directions on Fraud.

                   8.23. In support of his above submission, he has referred to and relied upon the decision of the Supreme Court in the case of P. Mahendran and Ors. v. State of Karnataka(1990 1 SCC 411) wherein on the rule of construction of statute the Court in paragraph No.5 held as under:-

                   “5. ...it is well settled rule of construction that every statute or statutory rule is prospective unless it is expressly or by necessary implication made to have retrospective effect. Unless there are words in the statute or in the Rules showing the intention to affect existing rights the rule must be held prospective. If a rule is expressed in a language which is fairly capable of either interpretation it ought to be construed as prospective only. In the absence of any express provision or necessary intendment the rule cannot be given retrospective effect except in the manner of procedure.”

                   8.24. He would submit that the 2024 RBI Master Directions on Fraud cannot be interpreted to have retrospective effect. He would submit that the process (including the Show Cause Notice) initiated and concluded under the 2016 RBI Master Directions on Fraud cannot be impacted by the new 2024 RBI Master Directions. He would submit that Plaintiff's position that Defendant No.2 must be an 'Auditor' in terms of the new Directions therefore must fail and cannot be countenanced as there is no clear provision in the new 2024 RBI Master Directions on Fraud, giving it retrospective effect.

                   8.25. In support of his above submissions, he has referred to and relied upon the decision of the Supreme Court in the case of Chandravathi P.K. and Ors. Vs. C.K. Saji(2004 3 SCC 734), more specifically on paragraph No.34 therein which reads thus:-

                   “ 34. ...the State in exercise of its power under Article 309 of the Constitution of India may give retrospective effect to a rule but the same must be explicit and clear by making express provision therefor or by necessary implication but such retrospectivity of a rule cannot be inferred only by way of surmises and conjectures."

                   8.26. In furtherance to above, he has referred to and relied upon the decision of the Supreme Court in the case of State of Punjab and Others Vs. Arun Kumar Aggarwal and Others(2007 10 SCC 402) wherein the Court has reconfirmed the rule of 'prospectivity' while interpreting a delegated legislation. He would submit that the decision in paragraph No.30 of the above citation records that if there is no quarrel over the proposition of law then normal rule is that the vacancy prior to the new Rules would be governed by the old Rules and not by the new Rules. Hence, he would submit that the new 2024 RBI Master Directions on Fraud is a delegated legislation and the 'rule of prospectivity' applies to it. Therefore, he would urge the Court to reject the Interim Application for interim relief in the interest of justice.

9. Mr. Dwarkadas, learned Advocate appears on behalf of Defendant Nos. 2 and 3 – BDO LLP – the Auditor who has prepared and signed the Report. He would draw my attention to 3 separate Affidavits - In - Reply filed in the three Interim Applications in the three suit proceedings. He would submit that all 3 affidavits are absolutely identical and his submissions are common with regard to all 3 proceedings on behalf of Defendant Nos.2 and 3. At the outset he would submit that in so far as Defendant Nos. 2 and 3' s outlook is concerned as per clause 8.8.2 of 2016 RBI Master Directions Defendant No.2 was appointed as External Auditor on 07.05.2019. He would submit that on 15.10.2020 Defendant No.2 submitted FAR to SBI which was prepared by its then Partner i.e. Defendant No.3 and signed by him. He would submit that it was only in 2023 that Standards and Regulations to govern Audit were issued for the first time by ICAI and by virtue of Footnote 14 in the 2024 RBI Master Directions the relevant statute was referred to for the purpose of qualification of the Auditor whether for Internal Audit or External Audit.

                   9.1. He would submit that since the exercise conducted by Defendant No.2 was duly completed and complied with in the year 2020 itself no challenge whatsoever can now be made to the FAR on the ground of qualification of the author of the Report when no such impediment or requirement existed at the then time and more specifically so under the then prevailing 2016 RBI Master Directions. In the aforesaid background he would draw my attention to the Suit plaint and averments made therein pertaining to the purpose of filing the Suit qua Defendant Nos. 2 and 3 in paragraph nos 6.1 and 9.3 thereof.

                   9.2. He would submit that even according to Plaintiff in all 3 suit proceedings as stated in paragraph No. 9.4(iv) of the Suit plaint, Plaintiff has accepted the 2016 RBI Master Directions governing appointment of Defendant No.2 as Auditor. Therefore he would submit that on the date of signing of the FAR and its submission to State Bank of India i.e. on 15.10.2020 there was no requirement prescribed under the 2016 RBI Master Directions for the author of the Report to be a CA. He would submit that it is only in the 2024 RBI Master Directions that there was a change in regime wherein clarification was issued under Footnote 14 for the first time for the External Auditor to be a CA under the relevant statutes. He would vehemently submit that in 2019 – 2020 there was no such eligibility requirement and therefore FAR filed by Defendant No.2 and authored by Defendant No.3 cannot be faulted.

                   9.3. He would on instructions submit that on the date on which the report was issued i.e. 15.10.2020 Defendant No. 2 - BDO LLP had 40 CA's as partners out of the then 59 partners representing Defendant no.2 - BDO LLP. He would fairly admit that all the CAs of Defendant No. 2 - BDO LLP did not have certification from ICAI under the Chartered Accountants Act, 1949 but according to him this would not be fatal to the answering Defendants’ case at all. He would submit that there are two 2 types of CAs’ envisaged under the Chartered Accountants Act,1949 namely CA in practice and CA not in practice He would submit that under Section 4 of the Act, entry of names in the Register is referred to and Section 6 refers to Certificate of Practice.

                   9.4. He would submit that it is only in 2023 that ICAI began regulating Forensic Auditing for the first time and even as per the said regulations which are mandatory in application after 01.07.2023 it is not mandatory for a CA to be the signatory of the Audit Report. He would persuade me to consider the distinction between a certified qualified professional engaged in Forensic Auditing and a member of ICAI who is a CA. He would submit that it is only for the first time that a detailed compendium of Forensic Accounting and Investigating Standards was issued in 2023 by ICAI offering detailed guidance on planning and executing Forensic Investigations which is placed on record by him.

                   9.5. He would persuade me to consider Clause 4.0 and Clause 5.0 therein pertaining to Forensic Accounting and Investigating Standards which would apply to all members of ICAI when conducting FAR Assignments of any entity. He would submit that these standards do not require the professional to be a CA which is clear when definition of Professional under Clause 3.0 of Section 2 thereof is seen. He would submit that forensic accounting is defined in the framework therein as gathering and evaluation of evidence by a professional to interpret and report findings before a competent authority. He would submit that the Code of Ethics govern a member of ICAI by not only the Chartered Accountants Act, 1949 but even other other relevant pronouncements / statutes as well.

                   9.6. He would vehemently submit that skill and competence of the professional do not necessarily reflect qualification of the professional as a CA only. He would submit that what is stated in the Regulations is that the professional shall have the appropriate qualification to undertake FAR engagements. He would submit that it is stated therein that a CA qualification or post qualification certificate courses are ideal and global qualifications, certifications and such similar credentials carry requisite weight.

                   9.7. In the above background he would draw my attention to paragraph Nos. 33, 34, 37 and 38 in the Defendant No.2’s affidavit in reply. In these paragraphs the competency and skills of Defendant Nos. 2 and 3 have been stated. He would submit that Defendant No.2 - BDO LLP is a Forensic Auditor Firm empanelled by the IBA for conducting Forensic Audit. He would submit that the 2016 RBI Master Directions admittedly permit special Forensic Investigations by Forensic Auditors and Defendant Nos.2 and 3 are / were competent to conduct Forensic Audit and prepare FAR. He would submit that Defendant No. 3 was partner of Defendant No.2 - BDO LLP firm at the then time who led the Audit assignment and authored and signed the FAR on behalf of Defendant No.2 - BDO LLP. He would submit that Defendant No.3 is a highly experienced Forensic and Risk practitioner.

                   9.8. He would submit that Defendant No. 3 was a Senior Partner for more than 2 years and served as leader of the Forensic Services Team of Defendant No.2 - BDO LLP at the then time. He would submit that Defendant No. 3 was a member of the Association of Certified Fraud Examiners, USA; that he was practicing in the area of forensics since 2002 – 2003 and had worked with Hill and Associates Private Limited and held Senior and leadership roles in Risk Consulting and Forensics; that he had worked with KPMG India, KPMG Nigeria and PWC India (all consulting firms) before joining Defendant No. 2 at the then time and is presently partner and leader of Forensic and Risk Advisory Services at Nangia Anderson LLP. He would submit that Defendant No. 3 had experience of 600 Risk Consulting Assignments with specialization in Fraud and Misconduct Investigations, Investigative due diligence, compliance reviews, Computer Forensics and Fraud Risk Assessments at the then time.

                   9.9. He would vehemently submit that Defendant No. 3 is a seasoned Forensic professional meeting competence and expectations for conducting Forensic Audit and preparing FAR. He would submit that equally Defendant No. 2 is a respected firm and member entity of BDO International Limited, a UK based Company, which is a leading professional services company operating in more than 166 countries and territories globally. He would submit that Defendant No.2 - BDO LLP is a member of BDO International Limited in India and consistently renders professional services of the highest standards and has over the years built a strong reputation and goodwill in the professional services sector. He would submit that by dragging Defendant Nos. 2 and 3 in the present dispute causes harm to their reputation and causes them grievous loss and injury despite they being thoroughly qualified as professionals.

                   9.10. On the issue of merits he would vehemently submit that Plaintiff's reliance on the 2024 RBI Master Directions is a complete after thought since for the past more than 5 years Plaintiff was fully aware about the credentials of the Defendant Nos.2 and 3 despite which Plaintiff did not raise any grievance whatsoever attacking the eligibility, qualification or competency of the answering Defendants. He would submit that Plaintiff’s reliance on the 2024 RBI Master Directions is wholly opportunistic due to repeated failure met by Plaintiff in multiple judicial proceedings before filing the present Suits. In support of his submissions he would refer to and rely upon the following judgments apart of the compendium of Forensic Accounting and Investigations standard placed on record:-

                   (i) In the cases of P Mahendran and Others Vs. State of Karnataka((1990) 1 SCC 411), A.A Carlton Vs. Director of Education and Another((1983) 3 SCC 33); he would rely on the well settled proposition of rule of construction that every statue or statutory rule is prospective unless expressly or by necessary implication made to have retrospective effect; (ii) In the case of Sri Vijaya Laxmi Rice Mills Vs. State of Andhra Pradesh((1976) 3 SCC 37) also delivered on the same proposition he would submit that it further upholds the principle that statutes cannot be construed to create new disabilities or obligations or impose new duties in respect of transactions that were complete at the time of the amending act coming into force.

                   9.11. By relying on the aforesaid 3 judgments he would contend that only for the first time in 2024 that prescription of qualification under the relevant statues was introduced by way of a clarification in Footnote 14 which was conspicuously absent in the 2016 RBI Master Directions. Hence he would submit that when so such qualification applied at the time of appointment of Defendant No.2, the FAR submitted by Defendant No.2 and authored by Defendant No. 3, its partner, is perfectly valid and cannot be questioned on eligibility and competence.

                   9.12. Next he has drawn my attention to the decision of the Division Bench in the case of Anil. Ambani Vs. State Bank of India wherein despite the Court acknowledging and taking cognizance of the BDO LLP FAR as stated in paragraph No. 25 therein, the Plaintiff did not press any challenge to the same and thus gave up any challenge whatsoever to the said FAR and therefore now cannot be held to say that the said Report is unqualified and incompetent on the ground that Defendant No. 2 and its partners are not CA. On the basis of the above submissions he would persuade the Court to reject interim relief.

10. I have heard the learned Senior Advocates, Advocates / Counsels appearing on behalf of the respective parties and with their able assistance perused the record of the Suit proceedings. Submissions made by them have received due consideration of the Court for hearing on interim relief.

11. Plaintiff seeks interim relief in consequence of the Show Cause Notices and coercive action in furtherance thereof on the principal ground that Forensic Audit Report ("FAR") dated 15.10.2020 prepared and submitted by Defendant No. 2 firm i.e. BDO LLP was not qualified to conduct the Forensic Audit and its signatory i.e. Defendant No. 3 is not a Chartered Accountant. Reliance is placed on Chapter 4 of the 2024 RBI Master Directions on Fraud Risk Management in Commercial Banks. Clause 4.1 thereof reads as under:-

                   “4.1 In case of a credit facility / loan account classified as red- flagged account, banks shall use an external auditor 14 an internal audit as per their Board approved Policy, for further investigation in such accounts.”

                   11.1. Footnote "14" affixed to the word "external auditor" in the aforesaid clause 4.1 reads as follows:-

                   “Footnote 14 – Auditors who are qualified to conduct audit under relevant statutes .”

12. According to Plaintiff Show Cause Notices issued by Defendant No. 1 Bank in all three Suit proceedings are issued on the basis of FAR dated 15.10.2020. Show Cause Notice in Bank of Baroda Suit proceeding is issued on 02.01.2024. Show Cause Notice in IDBI Suit proceeding is issued on 31.05.2024 whereas Show Cause Notice in Indian Overseas Bank Suit proceeding is issued on 02.12.2024. For the sake of interim relief, it is argued on behalf of Plaintiff that due to aforestated twin objections the Show Cause Notices and all consequential steps taken in furtherance thereof including declaring Plaintiff as “fraud" by one of the Bank be stayed forthwith.

13. Both parties, viz. Plaintiff and Defendants - Banks are ad idem on the issue that the reason and ground for maintaining challenge to the Show Cause Notice in the Suit proceedings namely on the basis of incompetency of Defendant No.2 and qualification of Defendant No.3 to prepare and sign the FAR has not been agitated previously in any proceedings neither decided by any Court in any proceedings qua the Plaintiff. Thus the issue of qualification and competency of Defendant Nos.2 and 3 to prepare and submit the FAR is the question for determination for grant of interim relief. Additionally banks have argued doctrine of waiver and estoppel by Plaintiff contending that FAR and its signatory was to the knowledge of Plaintiff since 15.10.2020, that Plaintiff received full copy of FAR in March 2024 in the case of State Bank of India (on 27.06.2024 in the case of Bank of Baroda, on 18.01.2025 in the case of Indian Overseas Bank and on 26.06.2025 in the case of IDBI Bank), the FAR was the same in respect of all Banks, Plaintiff already having being classified as ‘fraud’, Plaintiff having attended and contested the Show Cause Notices and hearings, Plaintiff having filed Affidavits / Undertakings to attend hearing, and he not having challenged the FAR on the aforestated twin grounds disentitle the Plaintiff to seek interim relief in the present Suit proceedings.

14. Present three Suit proceedings are filed on 22.11.2025. It is vehemently argued by Banks that by virtue of Plaintiff's conduct in not having challenged the FAR on the aforestated twin grounds of competency / eligibility of Defendant No.2 and qualification of the signatory i.e. Defendant No.3 not being a Chartered Accountant is a complete afterthought after the Plaintiff having failed in all his endeavours to resist the inevitable i.e. declaration of Plaintiff as fraud.

15. There is a little difference in the facts of the three cases, but otherwise the challenge is identical. In the case of Bank of Baroda, Plaintiff has pursuant to issuance of Show-Cause-Notice dated 02.01.2024 attended personal hearing conducted by the Bank on 18.07.2025, submitted his written submissions dated 22.07.2025 pursuant to which Bank has issued a fraud classification order on 02.09.2025. This order of fraud classification is also challenged by Plaintiff in Writ Petition (L) No. 29095 of 2025 which is pending in this Court. In the case of IDBI pursuant to Show-Cause-Notice dated 31.05.2024 Plaintiff has attended personal hearing conducted by the Bank on 30.10.2025 and submitted his written submissions to the Bank on 28.11.2025. IDBI has not taken any further step to issue fraud classification order as yet. In 2021 fraud classification order was issued by IDBI but was withdrawn since Plaintiff was not given a personal hearing. In the case of Indian Overseas Bank pursuant to issuance of Show-Cause-Notice dated 02.12.2024 Plaintiff has sought complete disclosure of the relied upon documents on 10.03.2025 and thereafter Indian Overseas Bank has repeatedly scheduled personal hearing of Plaintiff which is not yet fructified. Plaintiff has in the present suit proceedings for the first time challenged Show Cause Notices and all consequential actions by Banks on the ground of competency and eligibility of Defendant No.2 to prepare and submit the FAR and qualification of Defendant No.3 not being a CA who has signed the FAR as partner of Defendant No.2.

16. The entire thrust of Plaintiff's case is on Clause 4.1 of 2024 RBI Master Directions and Footnote 14 therein regarding Auditors who are qualified to conduct Audit under relevant statutes as applying to Plaintiff's case. Plaintiff's case is that relevant statutes as applicable would be provisions of Section 141(1), 142(2) and 145 of the Companies Act, 2013 read with Section 2(b), 2(c) and 6 of the Chartered Accountants Act, 1949 and the decision of the ICAI Council dated 01.07.2019 in its 379th Meeting which mandated that all Audit Reports carry the Unique Document Identification Number (UDIN). Provisions of Section 141(1), 141(2) and 145 of the Companies Act, 2013 and definitions under Section 2(b), 2(c) and Section 6 of the Chartered Accountants Act, 1949 are reproduced below for reference:-

                   "Section 141(1), 141(2) and 145 of the Companies Act, 2013":-

                   “141. Eligibility, qualifications and disqualifications of auditors. — (1) A person shall be eligible for appointment as an auditor of a company only if he is a chartered accountant:

                   Provided that a firm whereof majority of partners practising in India are qualified for appointment as aforesaid may be appointed by its firm name to be auditor of a company.

                   (2) Where a firm including a limited liability partnership is appointed as an auditor of a company, only the partners who are chartered accountants shall be authorised to act and sign on behalf of the firm.

                   142. xxxxxx

                   143. xxxxxx

                   144. xxxxxx

                   145. Auditor to sign audit reports, etc.—The person appointed as an auditor of the company shall sign the auditor’s report or sign or certify any other document of the company in accordance with the provisions of sub-section (2) of section 141, and the qualifications, observations or comments on financial transactions or matters, which have any adverse effect on the functioning of the company mentioned in the auditor’s report shall be read before the company in general meeting and shall be open to inspection by any member of the company."

                   "Section 2(b), 2(c) and Section 6 of the Chartered Accountants Act, 1949":-

                   “2. Interpretation.— (1) In this Act, unless there is anything repugnant in the subject or context,—

                   (a) xxxxxx (aa) xxxxxx (aaa) xxxxxx (ab) xxxxxx

                   (b) “chartered accountant” means a person who is a member of the Institute;

                   (c) “Council” means the Council of the Institute 7 [constituted under section 9];"

                   "6. Certificate of practice.—(1) No member of the Institute shall be entitled to practise 10[whether in India or elsewhere] unless he has obtained from the Council a certificate of practice:

                   [(2) Every such member shall pay annual fee for the certificate as may be determined, by notification, by the Council, and such fee shall be payable on or before the 1st day of April each year:]

                   [(3) The certificate of practice obtained under sub-section(1) may be cancelled by the Council under such circumstances as may be prescribed.]"

17. Reliance is equally placed by Plaintiff on the contents of FAR and the Affidavit-in-Reply filed by Defendant No. 2 on behalf of Defendant Nos. 2 and 3 in reply to the Interim Applications for opposing interim relief. Defendant No. 2 has effectively admitted in the FAR that it is an accounting consulting firm, that FAR does not constitute an engagement to provide Audit, completion, review or attestation..., that it is not an opinion or testimony of expert witness, that it makes no representation about the suitability of the information in the Report and most importantly that it has not observed any fraud or criminal breach of trust as stated in its letter appended to the Suit plaint. It is not in dispute that Defendant No.2 is not a firm of Chartered Accountants registered with the ICAI despite there being some CA partners at the then time having CA qualification and that the signatory of FAR i.e Defendant No. 3, the then partner of Defendant No.2 not a qualified Chartered Accountant.

18. It is seen from the FAR that Defendant No. 2 is described therein as an “Accounting Consultancy Firm” whereas Defendant No. 3 has stated that he has not applied Auditing standards while preparing the Report. FAR admittedly does not bear the UDIN. Plaintiff has placed reliance on RTI response received by a third party which states that Defendant No. 2 is not a member of ICAI which is an admitted position and equally Defendant No. 3 is not a Chartered Accountant by qualification and does not have a certificate of practice as Chartered Accountant and is not a member of ICAI. Defendant No. 3 claims to be an expert in Forensic Auditing having enormous experience and was a partner spearheading the Forensic Audit Team in Defendant No.2 at the then time and is the author and signatory of FAR.

19. Case of Plaintiff is sought to be resisted by Banks on the ground that action was invoked against the three Companies of Plaintiff by appointing Defendant No. 2 as External Forensic Auditor to carry out Forensic Audit of their accounts for the period between 01.04.2013 to 31.03.2017 by SBI, the lead Bank in the consortium of 20 Banks by letter of appointment dated 07.05.2019. According to Banks, it is common ground that Footnote 14 regarding qualification would apply prospectively post 2024 and therefore appointment of Defendant No.2 and FAR signed by Defendant No.3 is proper and valid.

20. Before I delve to adjudicate the crux of the matter namely the twin objections raised to challenge validity and legality of FAR on the basis of interpretation of the 2016 and 2024 RBI Master Directions, there is a very crucial factor on facts which has acted as a precursor to the FAR. It concerns with the appointment of Defendant No.2 as Forensic Auditor by the Banks leading to the FAR, which will have direct relevance on the FAR and the challenge maintained to the same. This is so because both sides have extensively referred to and dealt with appointment of Defendant No.2 as External Forensic Auditor and scope of Audit in the course of their submissions.

21. Unfortunately, I must note that none of the Advocates or Senior Advocates on the Plaintiff’s side have pointed out this material issue of fact. Bank’s Advocates may have a good reason to not point out the same as it is to their disadvantage, but Plaintiff’s Advocates failed to point it out. Banks may even argue that this issue is not pleaded nor argued, but it is a fundamental issue in my opinion which needs consideration at the outset as it goes to the root of the matter concerning appointment of the Defendant No.2 as External Forensic Auditor. Banks have filed Affidavit-in-Reply annexing copy of appointment letter dated 07.05.2019 of Defendant No.2 as Forensic Auditor to determine fraud angle examination through Forensic Audit of Reliance Communications (RCOM), Reliance Infratel (RITL) and Reliance Telecommunication Limited (RTL). All parties before me have argued that period to be covered for Audit was from 2013 to 2017 (i.e. 01.04.2013 to 31.03.2017). Even in the FAR period of Forensic Audit stated is from 2013 to 2017 (4 years). However a close scrutiny of the letter of appointment would reveal that Defendant No.2 was appointed to conduct the Forensic Audit for the period F.Y. 2014 i.e. 01.04.2013 till date i.e. 07.05.2019. It is so stated in the appointment letter itself. Thus the FAR is not prepared and submitted as per the term and period for which it was to be prepared. Banks have argued before me that Defendant No.2 was paid a staggering professional Audit fee of Rs.65,00,000/- for the assignment plus GST @ 18% and costs of actuals separately. The appointment letter states that the timeline for completing the Audit was two months from the date of acceptance by Defendant No.2. In the scope for Forensic Audit contained in Annexure I to the appointment letter period to be covered is stated as “Last four (4) years”. Acceptance by Defendant No.2 is however by email dated 27.04.2019 even before the appointment letter dated 07.05.2019 is issued by the lead consortium Bank. Be that as it may, since the bids of Forensic Auditors were opened on 24.04.2019, the email for acceptance may have been addressed by Defendant No.2 on intimation. This email is appended at page No.179 of the Bank’s reply Affidavit.

22. All parties have argued that Defendant No.2 was appointed as External Forensic Auditor which is borne out from the above. Learned Advocates of Banks have also concurred with the Court that such External Forensic Auditor has to be an independent Auditor when asked by the Court but what is seen and gathered from the record placed by the Banks is that even well before its appointment, Defendant No.2 was actively engaged by the Lender Banks and he had already submitted a Report to SBI and all Lender Banks which was circulated by SBI in the Joint Lenders Meeting held on 01.03.2019 and Defendant No.2 made a detailed presentation to all Banks in the said Joint Lenders Meeting and all Lender Banks deliberated on that BDO LLP’s Report which was presented. Minutes of this Meeting are appended as Exhibit ‘D’ to the Bank’s Affidavit-in-Reply in all three proceedings from which it is clearly determinant that Defendant No.2 was invited to the JLF meeting as a Consultant to make a presentation to all Lender Banks and Defendant No.2 was given a further task to accomplish on the discussion and queries raised by the Lender Banks. It is seen that Defendant No.2 itself suggested to the Lender Banks that it should appoint Defendant No.2 as a Forensic Auditor for conducting Forensic Audit of RCOM and its two group companies in this Meeting.

23. What is seen from the above Minutes of Meeting is that BDO LLP i.e. Defendant No.2 was already actively involved with all Lender Banks well before his appointment as External Forensic Auditor on 07.05.2019 and it is he who suggested to all Lender Banks to appoint him as a Forensic Auditor to audit the accounts of the three entities. Thus it is seen that it was not an independent decision arrived at by the Banks by following the due procedure prescribed in the 2016 Master Directions for undertaking an External Audit. Neither any procedure or timeline was followed by the Lender Banks. It is clearly derivated that Defendant No.2 was an interested party engaged by the Lender Banks in the consortium in undertaking the External Forensic Audit. The exercise of engaging an External Auditor for conducting Forensic Audit by Banks is to ensure that someone independent, neutral and duly qualified entity is appointed. Rather here is a case that BDO LLP i.e. Defendant No.2 who was a Consultant engaged by the Lender Banks himself played a vital role in his own appointment which can be seen from the following excerpts of the Lenders Minutes of Meeting dated 01.03.2019 at Exhibit “D” to the Affidavit-in-Reply of the Banks:-

                   “ xxxxxx

                   1) Shri Padmakumar M. Nair, General Manager (Stressed Assets Resolution Group), SBI welcomed all the Lenders of the Company and the consultants.”

                   8) Standard Chartered Bank also sought amendment to para no. 13(vi) of Minutes of the Meeting held on 21.02.2019. During the meeting BDO made a presentation of the amount of debt repaid to lenders over a period of May 2017 to March 2018. However, there was no discussion on adjustment of this payment from the share of individual lender at the time of settlement of / recovery from sale of assets / resolution of debt.

                   9) The above points were heard by all the lenders. However, it was brought to the attention of the lenders by BDO on 01.03.2019 that an amount of Rs. 5,056 Cr has been paid by the Company during May 2017 – March 2018 to the accounts of following lenders towards Company’s debt service obligation: