Full Text
HIGH COURT OF DELHI
Date of Decision: 28th March, 2023
DAINIK SAMACHAR LTD THROUGH ITS DIRECTOR MRS KIRAN CHOPRA ..... Petitioner
Through: Mr. Arvind Kumar Nigam & Mr. Raj Shekhar Rao, Sr. Advocate along with
Dhruv Chawla, Advocate (M- 9971897143).
PRESS REGISTRAR & ANR. ..... Respondents
Through: Mr. Rajesh Kumar Gogna, CGSC with Ms. Priya Singh, Advocate.
JUDGMENT
1. This hearing has been done through hybrid mode.
2. The present petition has been filed by the Petitioner-M/s Dainik Samachar Ltd. through its Director-Mrs. Kiran Chopra, against Respondent No.1- Registrar of Newspaper for India (‘RNI’) and Respondent No.2- GNCTD.
3. The reliefs sought in this petition are as under: “a) Issue a Writ of Mandamus or any other appropriate writ directing the Respondent No. 1 to update its Register based upon the authenticated declaration dated 14.09.2022 to reflect the change in printer, publisher, editor and owner of ‘Punjab Kesari’, Daily, Hindi, Delhi Edition; and b) Issue a Writ of Mandamus or any other appropriate writ directing Respondent No. 1 to issue the updated certificate of registration bearing no. 40474/83 reflecting the change in printer, publisher and editor of Signing Date:31.03.2023 13:03 ‘Punjab Kesari’, Daily, Hindi, Delhi Edition; and c) Issue a Writ of Mandamus or any other appropriate writ directing Respondent No. 1 to make necessary entries in the register and issue the necessary registration certificate in respect of territories falling to the share of the Petitioner, as per the MOFS dated 16.07.2022, as and when applied for by the Petitioner;”
4. ‘Punjab Kesari’ is a well-known newspaper, published in India from around Independence in 1948. The said newspaper initially started publication in Jalandhar, Punjab as ‘Punjab Kesari’ Jalandhar edition in 1965 and ‘Punjab Kesari’ Delhi edition in 1983. Both publications were being carried out by the owner - M/s. The Hind Samachar Ltd., with Sh. Vijay Kumar Chopra as printer, publisher and editor, and was duly registered with the RNI. The details of the certificates of registration is provided below: Newspaper Publication City RNI Certificate No. Owner Name Punjab Kesari Jalandhar 10117/65 Hind Samachar Ltd. Punjab Kesari Delhi 40474/83 Hind Samachar Ltd.
5. Over the years, two family settlement agreements are stated to have been entered into between the various members of the family which was publishing Punjab Kesari. The broad division is between the descendants of sons of Late Mr. Lala Jagat Narain, i.e Late Mr. Romesh Chandra Chopra and Mr. Vijay Kumar Chopra who was running the M/s The Hind Samachar Ltd. Disputes arose between, namely, Late Mr. Ashwini Kumar Chopra (son of Late Mr. Romesh Chandra Chopra) and Mr. Vijay Kumar Chopra.
6. This disputes are stated to have resulted initially in a family settlement/consent order dated 19th October, 2005 (‘2005 Settlement’). Post this dispute, two groups were formed, i.e Group A, identified to the family of Late Mr. Romesh Chandra Chopra (hereinafter known as ‘AKC parties’) and Group B, identified to the family of Mr. Vijay Kumar Chopra (hereinafter known as ‘VKC parties’). M/s The Hind Samachar Ltd. was then divided between two lots i.e. Lot 1 consisting, inter-alia of Jalandhar and Ambala Units in share of Group B or VKC parties and Lot 2 i.e. the Delhi and Jaipur Units in Group A or AKC parties. The Delhi Unit of Punjab Kesari fell in the share of Mr. Ashwini Kumar Chopra group/AKC parties, but the RNI registration continued to be in the name of Mr. Vijay Kumar Chopra. Thereafter, certain disputes arose between AKC parties and VKC parties during the implementation of execution of the Consent Order dated 19th October 2005, and disputes continued at various fora. Therefore, the Petitioner urges that, no changes/amendments could be made in printer, publisher, editor of the Punjab Kesari-Delhi Edition, which as a result continued with Mr. Vijay Kumar Chopra as printer, publisher, editor and The Hind Samachar Ltd., as owner.
7. After the 2005 settlement, a further oral family settlement was entered between the AKC parties and the VKC parties, and the same was recorded in the form of Memorandum of Family Settlement dated 16th July, 2022 (‘MoFS’). As per Clause 3.[8] of the MOFS, the title ‘Punjab Kesari’ - Delhi edition along with other territories as mentioned in Clause 9.[1] of the MOFS has fallen to the AKC Group, and is vested in M/s Dainik Samachar Ltd- the petitioner in this writ petition.
8. This family settlement, i.e the MoFS, dated 16th July, 2022 has been recognized by the order of the National Company Law Tribunal (‘NCLT’) vide order dated 27th July, 2022 in ‘Ashwani Chopra v. Hind Samachar Ltd.’ [CP No. 28/Chd/Pb/2019] wherein the NCLT recorded as under: “(i) The Hind Samachar Limited shall be bound by the Memorandum Recording Oral Family Settlement dated 16.07.2022 (MOFS).
(ii) CP No.76 of 1999 (Disposed of) is taken up alongwith CA No. 108 of 2019 and CA No. 151 of 2019 and all pending applications are disposed of. The Consent Order dated 19.10.2005 shall be implemented and given effect to in the manner as set out and modified in the MOFS, which resolves any and all disputes and claims pertaining to the execution of the Consent Order dated 19.10.2005.
(iii) Mrs. Kiran Chopra, Mr. Aditya Chopra, Mr.
Akash Chopra and Mr. Arjun Chopra are impleaded as the legal heirs of Late Mr. Ashwini Kumar Chopra with consent of parties. Mrs. Sudershan Chopra relinquishes all her claims in the estate of Late Mr. Ashwini Kumar Chopra
(iv) Dainik Samachar Limited is impleaded as
Respondent No.8 in CP No. 28 of 2019, and Respondent No. 15 in CP No. 191 of 2018 and Respondent No.8 in CP No.76 of 1999 acting through its Director Mrs. Kiran Chopra.
(v) AKC Lot, including all assets and liabilities, as defined in the MOFS, shall stand vested in Dainik Samachar Limited, as a going concern, along with all rights and authorization, without any further act or deed.
(vi) It is directed the transfer of receivables of AKC
Lot, received before and after the passing of Vesting Order, would be into the below stated account of Dainik Samachar Ltd. in the manner provided in Clause 3.[9] of the MOFS: Branch: PUNJAB KESARI PROP DAINIK SAMACHAR LIMITED Account Number: 0849102100000090 Bank Name: Punjab National Bank Branch: D-13, Prashant Vihar, Sector 14, Rohini, Delhi-110085 IFSC Code: PUNB0084910
(vii) The Hind Samachar Limited alongwith VKC Lot shall be retained exclusively by VKC Group parties (excluding only the AKC Lot).
(viii) The entire shares in The Hind Samachar
Limited held or registered in the name of Late Ashwini Kumar Chopra, Ashwini Kumar Chopra HUF and Romesh Chander & Sons HUF and 419 Class A shares and 202 Class B Shares held by Mrs. Sudershan Chopra and 1 share held jointly in the name of Late Ashwini Kumar Chopra and Avinash Chopra (as detailed in Schedule 5A of the MOFS) shall stand cancelled and extinguished and the share capital of The Hind Samachar Limited shall stand reduced accordingly without any further act or deed.
(ix) The Articles of The Hind Samachar Limited shall be deemed to be substituted by the Articles mentioned in Table F of Schedule 1 of the Companies Act, 2013 and the VKC Group Parties shall thereafter be free to further amend the Articles as deemed fit by them in accordance with law.
(x) Parties shall take necessary steps to withdraw pending civil and criminal proceedings between them in accordance with the MoFS.
(xi) With the above directions, the instant application i.e. CA No. 175/2022 is allowed and CP No.28/PB/2019 alongwith all pending applications, is disposed of.”
9. Pursuant to the above order of the NCLT, the Petitioner applied to the RNI vide application dated 19th September 2022 along with duly filled Form B under the provisions of the Press and Registration of Books Act, 1867 (‘PRB Act’), seeking transfer of the RNI registration from Mr. Vijay Kumar Chopra in respect of the Punjab Kesari- Delhi edition, in the name of Mr. Anil Sharda. The Petitioner also applied seeking change of the name of the owner from M/s. Hind Samachar Ltd. to Petitioner-M/s Dainik Samachar Ltd., with Mr. Anil Sharda as the publisher, printer and editor.
10. The above application was accompanied with a no-objection, and a declaration for transfer of title and ownership signed by Mr. Vijay Kumar Chopra, in whose name the current RNI registration of the Delhi edition of the Punjab Kesari stands. Despite the submission of these documents along with the required no objection certificates, the RNI has not permitted the transfer on the ground that there are various discrepancies. Vide discrepancy letter dated 16th January 2023, the RNI required the Petitioner to submit an ownership transfer affidavit duly authenticated by the concerned DM/SDM for ownership transfer in respect of all editions of title ‘Punjab Kesari’ in order to satisfy the conditions under Section 6 of the PRB Act,
1867. The Petitioner has therefore approached this Court by way of a writ petition, seeking the change in the name of the owner as also the printer, publisher and editor of the Punjab Kesari, Delhi edition.
11. The submission of Mr. Arvind Nigam, ld. Senior Counsel is that the MoFS, dated 16th July, 2022 having attained finality and no objection having been issued by the current printer, publisher and editor, there can be no deficiency which can be raised as all of the required conditions have been satisfied. The family settlement has attained finality as is clear from the above order of the NCLT. In terms of Clause 9.[1] and 9.[2] of the MoFS, dated 16th July, 2022 the Punjab Kesari-Delhi Edition as well as Punjab Kesari, in respect of other territories vest in the AKC Group. In view of the clauses, the registration ought to be permitted to be transferred by the RNI.
12. Mr. Gogna, ld. CGSC on the other hand relies upon Section 6 of the PRB Act to argue that in case where a newspaper is published in the same language by another person, other than the applicant, a no-objection certificate would be required from the other publishers of the same newspaper and in terms thereof, the above discrepancy letter has been issued by the RNI.
13. Heard both the parties. A perusal of the present writ petition shows that the family settlement i.e MoFS, dated 16th July, 2022, has attained finality in terms of the order dated 27th July, 2022 passed by the NCLT. The disputes amongst family members have been long drawn and have continued over several years. The Petitioner in whose share Punjab Kesari- Delhi edition has fallen has thus moved an application before the RNI, rightly seeking change in the ownership and in the name of the printer, publisher and editor of the Punjab Kesari-Delhi edition. Ld. counsel appearing for the Petitioner submits that the certified copies of all the orders duly authenticated by the concerned Magistrate has already been supplied to the RNI vide application dated 19th September 2022.
14. Further, under Section 5(2E) of the PRB Act, whenever there is a change in ownership, a new declaration would be necessary. And, in terms of Section 6, the provision requires that the Magistrate shall authenticate documents that ought to be published along with the no objection certificate. The relevant Section 5(2)(E) and Section 6 are set out below: “5. Rules as to publication of newspapers. —No [newspaper] shall be published in [India] except except in conformity with the rules hereinafter laid down: [(2)] The printer and the publisher of every such [newspaper] shall appear [in person or by agent authorised in this behalf in accordance with rules made under section 20, before a District, Presidency or Sub-divisional Magistrate within whose local jurisdiction such newspaper shall be printed or published and shall make and subscribe, in duplicate, the following declaration: xxx (2E)As often as the ownership of a newspaper is changed, a new declaration shall be necessary.]
6. Authentication of declaration.—Each of the two originals of every declaration so made and subscribed as is aforesaid, shall be authenticated by the signature and official seal of the Magistrate before whom the said declaration shall have been made: [Provided that where any declaration is made and subscribed under section 5 in respect of a newspaper, the declaration shall not, save in the case of newspapers owned by the same person, be so authenticated unless the Magistrate 4 [is, on inquiry from the Press Registrar, satisfied] that the newspaper proposed to be published does not bear a title which is the same as, or similar to that of any other newspaper published either in the same language or in the same State.]”
15. While considering the scheme of the PRB Act as also Section 6, a ld. Single Bench of this Court in ‘Sanjay Agarwal v. Registrar of Newspapers for India’ [2010 SCC OnLine Del 2920] has held as under:
16. In addition, however, the business and family exigencies as demonstrated also need to be considered. Family settlements, especially in Indian businesses are usually entered into to maintain peace and equilibrium in the family. The importance of family settlements is recognised in the seminal decision of the Supreme Court in Kale v. Deputy Director (1976) 3 SCC 119, wherein the Supreme Court holds that such settlements ought to be given effect to, without going into technical or procedural glitches. The Supreme Court’s observations are set out below:
17. The current registration for Punjab Kesari-Delhi edition shows that the publisher, printer and editor are described as Mr. Vijay Kumar Chopra A-68/3, GT Karnal Road, Delhi-110033. The said Mr. Vijay Kumar Chopra is none else than the chairman of M/s The Hind Samachar Ltd. which was the publisher of the Delhi edition. The said Mr. Vijay Kumar Chopra has issued a no objection in terms of a declaration, as is required. The company i.e M/s The Hind Samachar Ltd. has also given a no objection and the same are set out below: “AFFIDAVIT ON STAMP PAPER RS. 10/- BY OWNER OF TITLE DECLARATION FOR TRANSFER OF TITLE/OWNERSHIP
1. I, VIJAY KUMAR CHOPRA Chairman Cum Managing Director The Hind Samachar Ltd. aged about 90 years, Son of Late Lala Jagat Narain resident of Pucca Bagh, Civil Lines, Jalandhar, do hereby declare that I am the owner of periodical under title PUNJAB KESARI with Registration NO. 40474/83 since 1983.
2. I have on this day i..e. 29/07/2022 transferred the entire rights of ownership/publisher ship/printer ship including all liabilities to Dainik Samachar Limited 2, Printing Press Complex, Near DTC Bus Depot, Wazirpur, Delhi- 110035.
3. 1, VIJAY KUMAR CHOPRA CHAIRMAN CUM MANAGING DIRECTOR THE HIND SAMACHAR LTD. have no objection about the Continuation of the above said periodical by Dainik Samachar Limited henceforth. Further, I declare that the entire assets/liabilities and responsibilities will be at the own risk of Dainik Samachar Limited henceforth.
18. In addition the owner has also issued a No Objection which is extracted below:
19. In terms of Section 6 of the PRB Act, the title ‘Punjab Kesari’ is used by different groups of the same family, for the newspaper, which is published and distributed in different locations. In terms of the MoFS, dated 16th July, 2022 there is a clear division between the AKC and the VKC group which is clear from Clauses 9.[1] and 9.[2] of the MOFS. Clauses 9.[1] and 9.[2] are extracted herein below: “9. TRADEMARK AND TERRITORY 9.[1] AKC Group Parties shall retain the exclusive right, title and ownership in trade mark “PUNJAB KESARI” and/or “DAILY PUNJAB KESARI” along with exclusive publication and printing rights to the title “PUNJAB KESARI” and/or “DAILY PUNJAB KESARI” in respect of their territories namely Delhi, Uttarakhand, Madhya Pradesh, Chhattisgarh, Assam, Gujarat, Haryana (only in Bhiwani, Faridabad, Gurgaon, Mahindragarh and Rewari districts) and the districts of Uttar Pradesh mentioned hereinafter Saharanpur, Muzaffarangar, Meerut, Bijnor, Ghaziabad, Moradabad, Pilibhit, Rampur, Bareilly, Bijnor, Ghaziabad, Moradabad, Pilibhit, Rampur, Bareilly, Bulandshahr, Badaun, Shahjahanpur, Kheri, Aligarh, Etah, Sitapur, Bahraich, Mathura, Agra, Mainpur, Farrukhabad, Hardoi & Lucknow. (as existing in the year 2000 and their sub-division since then). In other words the present day divisions of Uttar Pradesh as follows: Agra, Aligarh, Ayodhya, Bareilly, Lucknow, Meerut, Mirzapur, Moradabad & Saharanpur. 9.[2] VKC Group Parties shall retain the exclusive right, title and trademark to “PUNJAB KESARI” and/or “DAILY PUNJAB KESARI” along with exclusive publication and printing rights to the title ‘PUNJAB KESARI’ and/or “DAILY PUNJAB KESARI” in respect of their territories of Punjab, Haryana (except Bhiwani, Mahindragarh, Gurgaon, Faridabad and Rewari districts), Himachal Pradesh, Jammu and Kashmir, Ladakh, Chandigarh, Bihar, Jharkhand, West Bengal, Maharashtra, Andhra Pradesh, Karnataka, Tamil Nadu, Orissa, Kerala, Nepal and the districts of Uttar Pradesh mentioned hereafter; Etawah, Kanpur rural, Kanpur Urban, Unnao, Barabanki, Gonda, Basti, Gorakhpur, Sultanpur, Mirzapur, Varanasi, Allahabad, Pratapgarh, Rae Bareilly, Fatehpur, Banda, Hamirpur, Jalaun, Jhansi & Lalitpur (as existing in the year 2000 and their subdivision since then). In other words the present day divisions of Uttar Pradesh as follows: Devipatan, Basti, Gorakhpur, Kanpur, Azamgarh, Jhansi, Chitrakoot, Prayagraj & Varanasi.”
20. The said division between the family members has been accepted by the NCLT and thus is legally binding on all parties. The RNI’s stand that a fresh NOC would be required is therefore an approach which could create further complications. As on today, the Petitioners are publishing the newspaper in Delhi. There are various consequences that are attached to the owner/publisher/editor of a newspaper. The stalemate which is resulted due to non-registration of the Petitioners is far more perilous than the consequences of registration of the Petitioners. If any party has any objection, though unlikely, they could have raised an objection but admittedly no objection has been raised from any quarter.
21. The MoFS being admitted, the NOCs having being given both by the Owner as also the Printer, Publisher and Editor, there is, thus, no impediment in allowing the present Petitioner’s application, as the owner of Punjab Kesari-Delhi edition and replacing the name of the earlier printer, publisher and editor in the name of the new person Mr. Anil Sharda, as per the application submitted by the Petitioners dated 19th September 2022. The Petitioner- Dainik Samachar’s application accordingly, may be processed.
22. Further, in order to enable a final verification of facts or documents by the RNI, the Petitioner- Dainik Samachar’s representative shall appear before the RNI on 10th April, 2023. Upon verifying all the requisite documents, the application filed by the Petitioner shall proceed in terms of the Act and Rules.
23. With these observations, the present petition, along with all pending applications are disposed of. Dasti.
PRATHIBA M. SINGH JUDGE MARCH 28, 2023 Rahul/dj/dn