IN THE HON’BLE HIGH COURT OF DELHI

Civil Misc. Appl.__/2023

in
C.M.(M) 965/2023

IN THE MATTER OF:

TUF METALLURGICAL PVT. LTD. …Petitioner

Versus

ANKIT CHABRA & ANR. …

Respondents

REPLY TO THE APPLICATION FILED UNDER SECTION 151

CPC BY RESPONDENT FOR BRINGING ON RECORD
SUBSEQUENT EVENTS

1. The Petitioner, viz. the TUF METALLURGICAL PVT. LTD. is

filing the present reply to the application filed by Respondents
(hereinafter "the Applicant") seeking dismissal of the present
Petition and the Civ. Suit No.980/2021 titled as Tuf Metallurgical
Pvt. Ltd. Vs. Ankit Chhabra & Anr. before the Ld. Addl. Senior
Civil Judge, Shahdara District, Karkardooma Court, Delhi.

2. At the outset, the Respondent vehemently opposes such a prayer

as that would be gravely prejudicial to the Petitioner's interest
given the order dated 12.11.2021 which was passed by the Ld.
Addl. Senior Civil Judge, Shahdara District, Karkardooma Court,
Delhi. Such an order would cause grave prejudice to the Petitioner
for the reasons set out in detail in subsequent paragraphs of the
present reply.

PRELIMINARY OBJECTIONS
SECTION 151 CPC DOES NOT GRANT SWEEPING POWERS

3. The application for dismissal at this stage is premature and

constitutes a prejudgment of the case. This approach contradicts
the principle that every case must be heard and adjudicated on its
own merits after proper examination of evidence.

4. Section 151 CPC does grant the court inherent powers, but these
powers are limited in scope to ensuring justice and preventing
abuse of the court’s process. The courts must exercise this power
with caution, particularly because it is not meant to supersede
specific provisions of the CPC.

5. The Respondent’s application is an attempt to bypass the

established legal procedures, including discovery and trial. It
prematurely seeks dismissal without allowing the Petitioner to
present its case fully. Such an application violates the principles of
natural justice, specifically the right to be heard and the right to a
fair trial. It deprives the Petitioner of the opportunity to argue the
merits of the case.

6. The court must allow the matter to proceed through trial stages
where evidence can be presented and scrutinized, ensuring that a
fair and equitable decision is made based on the merits of the
case.

7. Given the foregoing points, the Respondent's application under

Section 151 CPC seeking dismissal of the entire petition and suit
at the trial court should be denied. The Petitioner respectfully
 requests that the court allow the trial to proceed in accordance
with the established legal procedures, ensuring a fair and impartial
hearing.

RESPONDENT HOLDS CONTINUOUS OBLIGATIONS

BEYOND STIPULATED PERIOD

8. The expiration of the two-year period specified within the non-

solicitation clause no. 13 does not automatically absolve the
Respondents of their obligations. The purpose of the clause
extends beyond a mere temporal limitation; it serves to protect the
Petitioner's legitimate business interests by preventing unfair
competition and solicitation of clients and employees.

9. As Per Section 21(2) of Specific Relief Act, 1963 “Act” read with
Section Explanation of section 21 of the Act, 1963.
“In any such suit, the court decides that specific performance
ought not to be granted, but that there is a contract between the
parties which has been broken by the defendant, and that the
plaintiff is entitled to compensation for that breach, it shall
award him such compensation accordingly”

10. Courts have consistently held that contractual provisions aimed at

protecting legitimate business interests remain enforceable even
after the expiration of specified time periods. The said Judgments
are as follows:
a. Superintendence Company of India (P) Ltd. v. Krishan
Murgai (AIR 1980 SC 1717): The Supreme Court observed
 that the reasonableness of a non-compete clause should be
judged based on the facts and circumstances of each case.
b. Guardian Assurance Co. Ltd. v. JC Pathak (1996 (79)
CompCas 758): The Delhi High Court held that a non-
compete clause can be enforced even after resignation if it is
reasonable and necessary for protecting the employer's
interests.
c. Nasscom v. Ajay Data (2011 SCC Online Del 2449): The
Delhi High Court held that a non-compete clause can be
enforced against a former employee if it is reasonable and
necessary for protecting the employer's legitimate business
interests

11. Therefore, the termination of the two-year period does not negate
the purpose and intent of the non-solicitation clause, which
remains binding upon the parties to maintain fair competition and
protect confidential information and relationships developed
during employment.

12. In the case of Mr. Diljeet Titus, Advocate vs Mr. Alfred A.

Adebare and Ors. (130(2006) DLT330) the Delhi High Court
clarified that confidential information of the employer can be
protected even in the post-employment period.

INJUNCTION AS A HALTING MECHANISM

13. The issuance of an injunction dated 12.11.2021 by the Ld. Addl.

Senior Civil Judge, Shahdara district, Karkardooma court
effectively suspended the running of time with regards to the two-
year period stipulated within the non-solicitation clause.
14. An injunction serves as an equitable remedy intended to preserve
the status quo and prevent irreparable harm pending the resolution
of legal disputes. In the present matter, the injunction restrained
the Respondents from engaging in solicitation activities during the
pendency of the legal proceedings, thereby upholding the integrity
of the contractual agreement and protecting the Petitioner's
legitimate business interests.

15. It is well-established in legal jurisprudence that an injunction

effectively suspends the obligations subject to its terms until the
court issues a final ruling on the matter. Accordingly, any
argument predicated on the expiration of the two-year period must
acknowledge this interruption caused by the injunctive relief and
its ramifications on the enforcement of the non-solicitation clause.

PETIONER HOLDS A HIGH RISK OF SUBSTANTIAL HARM

16. Respondent possesses the capability to leverage the gathered

information from Plaintiff's Subsidiaries and Affiliates. As The
Respondents being the Key employee of the Company thus had
complete and unrestricted access to the confidential information
and trade secrets of not only the Plaintiff Company but also of its
subsidiaries and affiliated companies, which includes but not
limited to:
a. Customer lists of entire TUF Group (Email evidencing that
the Respondents No. 1 has the list of entire customers has
been annexed herewith);
 i. the prices at which manufacturers sell, and the nature of
the products sold and purchased;
ii. pricing information;
iii. costing information;
iv. profit-and-loss figures etc.
17. It is pertinent to reproduce Clause 13 of the Appointment Letter
dt. 01.10.2014, vide which Respondents No. 1 was appointed. The
said clause reads as under: -
a. “13…. You will be responsible to promote company business
for the product being manufactured within group and/or
associates and trading activities as advised by the
management. You will act in accordance with aspiration of
the group and effectively implement and adhere to its
corporate objectives as per guidelines of the
management….”

PARA WISE REPLY

18. That the contents of Para 1 and Para 2 of the Application are true
and matter of records, hence No reply is Needed.

19. That the contents of Para 3 of the Application are true but it was
not false and frivolous, the only purpose to be fulfilled by and the
reason for the same being that it was a mere clarificatory
amendment sought on behalf of the Petitioner mentioning that
Petitioner is the holding company, having two (2) wholly owned
subsidiary companies, three (3) step-down subsidiaries. All of
these companies collectively conducted business and shared the
same and centralized database and even the employees of the
group were given direct access to said database.
20. That the contents of Para 4 of the Application are Correct but In
February 2022, the senior personnel of Petitioner were informed
that Respondents were blatantly misusing the directions given in
order dt. 12.11.2021 by the Ld. Trial Court and
contacting/soliciting the buyers and suppliers of subsidiaries of
the Petitioner citing that Respondents were not precluded from
misusing the trade secrets of the subsidiaries. Respondents Do not
complied with the orders with clean hands.

21. The contents of Paragraph no. 5 of the Application are false and
the reason being that an employee in New Delhi working for TUF
Metallurgical Pvt. Ltd has exclusive access to the list of
clients/suppliers/buyers of TUF Commodities DMCC, functioning
in Dubai (wholly owned subsidiary of the Petitioner). That the
employees of the Petitioner would conduct business using the
knowledge obtained from a single repository system shared
between all the companies under the TUF Group.

22. That the contents of Para 6 of the Application are Correct and true
of matter of record but the reason cited by the respondent is wrong
and false hence denied the reasons.

23. That the contents of Para 7 of the Application are false and
misrepresented by Respondents the Petitioner reserves liberty to
add and/or amend grounds to the petition, at the time of arguments
or at any later stage if the need so arises. the proposed amendment
amounted to nothing more than adding to the facts which were
 already on record and proposed amendments were in fact
absolutely vital to determine the real questions in controversy.

24. That the contents of Para 8 of the Application are false and
misrepresented by Respondents and the reason being the nature of
information to which Respondent No. 1 had complete and
unrestricted access to included, inter-alia, firstly customer lists
(buyers and suppliers) of entire TUF Group of companies;
secondly price at which manufacturers sell and nature of products
sold and purchased; thirdly pricing information; fourthly costing
information and fifthly profit and loss figures.

25. That the contents of Para 9 of the Application are true but clause
13 of the agreement states that “You will be responsible to
promote company business for the product being manufactured
within group and/or associates and trading activities as advised by
the management. You will act in accordance with aspiration of the
group and effectively implement and adhere to its corporate
objectives as per guidelines of the management”
Respondent was also responsible for Petitioner’s affiliate and
subsidiaries, and Respondent has misused the information’s which
he has accessed through this Control.

26. That the contents of Para10 of the Application are false and
misrepresented by Respondents, Petitioner have two (2) wholly
owned subsidiary companies, three (3) step-down subsidiaries. All
of these companies collectively conducted business and shared the
same and centralized database and even the employees of the
group were given direct access to said database.
27. The contents of Paragraph no. 11 of the Applications are false and
misrepresented by Respondents for the reason being that
Respondent started using the Trade secret once he commences his
own business, respondent acted with ill intention, acted
maliciously on the knowledge, data he had collected during his
employment. Respondent has un-restricted access over the data of
parent and Subsidiary Company.

PRAYER
In view of the submissions made above, Petitioner humbly
Submits and prays before this Hon’ble Court:
a. That the present Application filed by the Respondent Should
be dismissed.
b. Any other order the Hon’ble Court deems fit.

PETITIONER
THROUGH

ACM LEGAL
(Advocates for the Petitioner)
Flat No. 3, Tower No.2, Supreme Enclave
Mayur Vihar, Phase-I,Delhi-110091
Mail Id: mail@acmlegal.org
Mobile No. : 91-9650536787
 IN THE HON’BLE HIGH COURT OF DELHI
Civil Misc. Appl.__/2023
in
C.M.(M) 965/2023

IN THE MATTER OF:

TUF METALLURGICAL PVT. LTD. …Petitioner

Versus

ANKIT CHABRA & ANR. …

Respondents

AFFIDAVIT

I, Lalit Raezada, S/o Shri D. C. Raezada, aged about 46 years, having

office at TUF house, LSC no. 3, Shreshtha Vihar, Post Box No. 9237,
Delhi-110092 do hereby solemnly affirm and state as under:

1. I am the authorised representative of the Petitioner/Applicant and

as such being conversant with the facts and circumstances of the
case. I am competent to depose this affidavit.

2. The contents of the accompanying Application are true to the

best of my knowledge as derived from the official records and
has been drafted by my counsel under my instructions.

3. That the documents filed along with the accompanying

Application are true to my knowledge and are based on records
available with the Petitioner/Applicant. No Part of it is false and
nothing material has been concealed there from.
 DEPONENT

VERIFICATION:

I, above named deponent do hereby verify that the contents of the

above Affidavit are true and correct to my knowledge and no part of
the same is false.

Verified on this ______ day of May, 2024 at Delhi.

DEPONENT
 IN THE HON’BLE HIGH COURT OF DELHI
Civil Misc. Appl.__/2023
in
C.M.(M) 965/2023

IN THE MATTER OF:

TUF METALLURGICAL PVT. LTD. …Petitioner

Versus

ANKIT CHABRA & ANR. …

Respondents

STATEMENT OF TRUTH

I, Lalit Raezada, S/o Shri D. C. Raezada, aged about 46 years,

having office at TUF house, LSC no. 3, Shreshtha Vihar, Post Box
No. 9237, Delhi-110092and declare as under:

1. I am the Authorized representative of the Petitioner/Applicant

and as such being conversant with the facts and circumstances
of the case. I am competent to depose this Affidavit.

2. I am sufficiently conversant with the facts of the case and have

also examined all the relevant documents and records in
relation thereto.

3. I say that the contents in the Reply are true and correct to the
best of my knowledge and belief and based on the legal advice
received and believed to be true.
4. I say that there is no false statement or concealment of any
material fact, document or record and I have included
information that is, according to me, relevant for the present
Application.

5. I say that all documents in my power, possession, control or

custody, pertaining to the facts and circumstances of the
proceedings initiated by me have been disclosed and copies
thereof annexed with the plaint, and that I do not have any other
documents in my power, possession, control or custody.

6. I say that the above-mentioned pleading comprises of a total of

_____ pages, each of which has been duly signed by me.

7. I state that the Annexures hereto are true copies of the

documents referred to and relied upon by me.

8. I say that I am aware that for any false statement or

concealment, I shall be liable for action taken against me under
the law for the time being in force.

DEPONENT

VERIFICATION

I, above named deponent do hereby verify that the contents of

the above Affidavit are true and correct to my knowledge and
no part of the same is false.

Verified on this ____day of ____, 2024 at ______.

DEPONENT