Legal Demand Notice

 

BY SPEED POST WITH ACKNOWLEDGEMENT DUE AND BY EMAIL

 

Date: 21^st day of May, 2026

To,

1.   Mr. Mukesh Kumar Pandey, Chief Executive Officer, Navchetna Agro Center Producer Company Limited, House No. 233,  Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Email: mukesh.sikhar@gmail.com

 

2.   M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

3.   Umesh Chandra Pandey, Director (DIN: 08321860), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

4.   Rajni Kant Pandey, Director (DIN: 08321873), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

5.   Akhilesh Kumar Tripathi, Director (DIN: 08344648), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

6.   Tushar Pandey, Director (DIN: 08891335), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

7.   Anju Shukla, Director (DIN: 09168700), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

8.   Vishal Kumar Pandey, Director (DIN: 10320794), M/s. Navchetna Agro Center Producer Company Limited, House No. 233, Bitthalapur Sikhar, Mirzapur – 231306, Uttar Pradesh, Phone No.: 919956603894, Email: navchetnafpo@gmail.com

 

Subject: Legal Demand Notice for Rs. 13,20,00,000/- (Rupees Thirteen Crore and Twenty Lacs only), together with interest at the rate of 18% per annum from the respective dates of breach and payment until full realization, within 7 (Seven) days a week from receipt of this Notice.

 

Ref.: Memoranda of Understanding dated 01.06.2022, Addendum dated 01.09.2022, and Addendum dated 01.01.2024.

 

My Client: M/s. Sustainable Green Initiative Private Limited, a Company duly incorporated under the provisions of the Companies Act, 2013, bearing CIN No. U02000WB2022PTC253934 and having its registered office at P-41, Princep Street, 2nd Floor, Room No. 213, Kolkata – 700072, West Bengal

 

Dear Sir/s, Madam/s,

 

Under instructions and on behalf of my client, Sustainable Green Initiative Private Limited, a Company duly incorporated under the provisions of the Companies Act, 2013, bearing CIN No. U02000WB2022PTC253934 and having its registered office at P-41, Princep Street, 2nd Floor, Room No. 213, Kolkata – 700072, West Bengal (hereinafter referred to as “my client” or “SGI”), I, the undersigned Advocate, do hereby issue the present Legal Demand Notice upon you in the following facts and circumstances;

 

1. That my client is engaged in sustainable agriculture, plantation development, environmental conservation, ecological restoration, rural livelihood enhancement, and community development projects throughout India and has established substantial goodwill and reputation owing to its transparent and professional standards of operation.

 

2. That you, being the Chief Executive Officer and principal representative of Navchetna Agro Center Producer Company Limited (hereinafter referred to as “Navchetna”), approached my client and represented that your organization possessed the requisite infrastructure, operational expertise, manpower, field staff, local administrative support, logistical capabilities, and technical know-how necessary for implementation of large-scale plantation and environmental development projects.

 

3. That relying upon your repeated assurances, promises, undertakings, and representations, my client entered into a Memorandum of Understanding dated 01.06.2022 with Navchetna. Thereafter, based upon your further representations and commitments regarding expansion and implementation of the projects, Addendums dated 01.09.2022 and 01.01.2024 were also executed between the parties.

 

4. That under the said agreements, Navchetna undertook and agreed to execute plantation and allied developmental activities strictly in accordance with the agreed specifications, project timelines, survival targets, reporting obligations, financial accountability standards, and operational requirements.

 

5. That under the contractual arrangements entered into between the parties, my client agreed to pay and reimburse substantial amounts towards management fees, project execution costs, reimbursements, transportation charges, infrastructure expenses, salaries, wages, and other operational expenditures for successful implementation of the projects.

 

6. That under the terms of the MOUs and Addendums, my client specifically agreed to pay management fees ranging from Rs. 2,50,000/- to Rs. 5,00,000/- per month, as revised and amended from time to time under mutual understanding between the parties.

 

7. That in addition thereto, my client, in furtherance of the successful implementation and execution of the aforesaid project, incurred substantial project-related expenditures aggregating to a sum of Rs. 12,09,91,898/- (Rupees Twelve Crore Nine Lakh Ninety-One Thousand Eight Hundred and Ninety-Eight only). The said expenditures were incurred bona fide, necessarily, and exclusively for the purpose of carrying out the project activities at the field level and for ensuring the timely and effective completion of the plantation and allied developmental works contemplated between the parties. The aforesaid amount was spent from time to time under various operational, infrastructural, logistical, administrative, and incidental heads, including but not limited to the following;

 

(a)   Monthly staff salaries, wages, honorarium, and remuneration paid to field workers, supervisors, project coordinators, technical personnel, administrative staff, and other manpower engaged for the execution, supervision, monitoring, and maintenance of the project activities;

 

(b)   Expenses incurred towards unloading, transportation, carriage, handling, and movement of saplings from storage and transit points to the respective plantation and planting locations, it being specifically stated that the saplings themselves were supplied free of cost by my client at its own expense and responsibility;

 

(c)    Expenditures towards pit digging, soil preparation, land development, leveling, trenching, and other preparatory agricultural and plantation-related activities necessary for plantation and cultivation purposes;

 

(d)   Costs and expenses incurred for procurement, transportation, application, and distribution of vermicompost, organic fertilizers, soil nutrients, and other allied agricultural inputs essential for the healthy growth, sustainability, and maintenance of the plantation project;

 

(e)    Expenses incurred for conducting farmers’ training programmes, awareness campaigns, orientation sessions, community participation initiatives, and mobilization activities aimed at educating and involving local farmers and beneficiaries in the implementation and maintenance of the project;

 

(f)     Expenditures towards installation, excavation, and development of irrigation and water-resource facilities, including tube wells, ponds, water reservoirs, and allied infrastructure necessary for irrigation and sustenance of the plantation areas;

 

(g)   Expenses incurred for procurement, installation, and maintenance of GI barbed wire fencing and other protective measures for safeguarding the plantation sites and project areas from encroachment, cattle intrusion, theft, and other external damage; and

 

(h)   Various other contingent, ancillary, incidental, operational, transportation, maintenance, administrative, and miscellaneous expenditures necessarily incurred from time to time in connection with and incidental to the implementation, execution, supervision, and completion of the said project.

 

8.   That all the aforesaid expenditures were incurred by my client in good faith and in the legitimate expectation that the respondents/opposite parties would duly honour and perform their corresponding obligations and commitments arising out of the agreement and understanding between the parties. The said expenditures were duly supported by records, vouchers, invoices, accounts, payment registers, and other contemporaneous documents maintained in the ordinary course of business.

 

9.   That under the January 2024 Addendum, further per-plant charges were agreed upon between the parties towards plantation activities, local transportation, vermicompost, irrigation and watering, labour charges, and miscellaneous operational expenses in accordance with the agreed rate schedule.

 

10. That acting in utmost good faith and reposing complete confidence and trust upon your representations and assurances, my client released and advanced substantial sums of money to Navchetna from time to time for implementation and execution of the projects.

 

11. That as would appear from the ledger accounts and financial records maintained by my client, the following payments were made by my client to Navchetna;

 

A. MANAGEMENT FEES ACCOUNT

(Period: 01.04.2022 to 02.02.2026)

 

I.     That during the aforesaid period, my client paid a total sum of Rs. 1,61,97,596/- (Rupees One Crore Sixty One Lakh Ninety Seven Thousand Five Hundred and Ninety Six only) towards management fees payable under the agreements.

 

2. That the said amounts were paid strictly in consideration of the assurances and contractual obligations undertaken by Navchetna to execute the projects efficiently, transparently, and within the stipulated timelines.

 

B. PLANTATION PROJECT ACCOUNT

(Period: 01.04.2022 to 02.02.2026)

 

I.     That my client further reimbursed and advanced a total sum of Rs. 12,02,41,898/- (Rupees Twelve Crore Two Lakh Forty One Thousand Eight Hundred and Ninety Eight only) towards plantation work, project expenses, and operational costs. The said amount is inclusive of and not in addition to the mobilisation advances referred to in Section D hereinbelow, both of which have been adjusted within this ledger and are not separately added in the aggregate computation, save where expressly stated otherwise.

 

2. That despite receipt of such substantial amounts, Navchetna failed and neglected to furnish proper utilization records, supporting documentation, vouchers, invoices, labour payment details, and project completion reports in accordance with the contractual obligations.

 

3. That an outstanding debit balance of Rs. 3,93,965/- (Rupees Three Lakh Ninety Three Thousand Nine Hundred and Sixty Five only) remained due and recoverable from Navchetna under the Plantation Project Account as on 21.05.2026, subject to final reconciliation.

 

C. ADDITIONAL ADVANCES

 

I.   That apart from the aforesaid payments, my client also made additional advances and payments which have been adjusted to the extent of payables in 2026, and a debit balance of Rs. 2,71,186/- remains due under the Additional Advances ledger as on 21.05.2026, subject to final reconciliation, including;

 

(a)  An advance amount of Rs. 2,50,000/- towards nursery transportation expenses, which was subsequently adjusted within the Plantation Project Account and is therefore not separately counted in the aggregate; and

 

(b)  A further payment of Rs. 5,00,000/- made on behalf of M/s. SGI Producer Limited (a proposed different legal entity), which is identified separately and shall be claimed by/through the said entity, or by my client subject to assignment/authorisation from the said entity, and is not separately added to the aggregate computation hereinbelow.

 

 

D. MOBILIZATION ADVANCE

 

I.     That under the Original MOU, my client further paid a refundable mobilization advance amounting to Rs. 7,50,000/- (Rupees Seven Lacs Fifty Thousand only) to Navchetna for mobilization and commencement of the project activities, which has been adjusted within the plantation Project Account Ledger.

 

II.   That under the Addendum to MOU dated 01.01.2024, my client further paid a refundable mobilization advance of Rs. 30,00,000/- (Rupees Thirty Lakh only) to Navchetna for further mobilization and commencement of the project activities, which has likewise been adjusted within the Plantation Project Account ledger.

 

12.                That accordingly, the aggregate amount paid, reimbursed and entrusted by my client to Navchetna for the project, after eliminating inter-ledger duplication, comes to Rs. 13,71,89,494/- (Rupees Thirteen Crore Seventy One Lakh Eighty Nine Thousand Four Hundred and Ninety Four only), (excluding the economic value and cost of saplings supplied independently by my client, which costs were separately and directly incurred by my client in addition to the aforesaid deployment) being Rs. 1,61,97,596/- towards management fees and Rs. 12,02,41,898/- towards the Plantation Project Account (which itself subsumes the two mobilisation advances and the adjusted nursery transportation advance), plus the further Rs. 7,50,000/- shown separately for record. The aforesaid deployment figure excludes the independent economic value of saplings supplied separately by SGI at no cost to Navchetna. All figures herein are subject to final reconciliation and forensic verification.

 

13.                That the aforesaid substantial amounts were released and advanced by my client strictly in good faith, upon your representations and under the clear contractual understanding and obligation that Navchetna would;

 

(a)  Execute plantation and developmental activities as per agreed specifications, standards, and timelines;

(b)  Ensure plantation survival at the agreed contractual benchmarks, including the minimum 85% survival obligation stipulated under the Addendum dated 01.01.2024 and the higher survival expectations of up to 95% stipulated under the original MOU dated 01.06.2022, wherever applicable. For the purpose of the present interim claim, my client has adopted a conservative benchmark, expressly without prejudice to its right to rely upon the higher contractual benchmarks of 95% and/or 98% wherever applicable;

(c)  Maintain proper accounts, records, documentation, attendance registers, wage records, plantation records, and utilization details;

(d)  Furnish timely reports, monitoring documents, project updates, and supporting records;

(e)  Ensure payment of salaries, wages, PF and ESIC dues and labour charges to workers, staff and field personnel engaged by Navchetna for the project; and

(f)   Act strictly as a “pure agent” of SGI, within the meaning of Rule 33 of the Central Goods and Services Tax Rules, 2017, in procuring goods and services on behalf of my client in a transparent and accountable manner.

 

14.                That contrary to the contractual obligations and fiduciary duties imposed upon you, you failed and neglected to execute the projects in the agreed manner and committed serious irregularities, breaches, suppression of facts, financial discrepancies, and acts of gross negligence.

 

15. That upon internal verification and review, my client discovered serious inconsistencies and irregularities in the records and execution status of the projects, including non-maintenance of proper accounts, absence of supporting documentation, failure to provide utilization details, questionable expenditure claims, and apparent diversion and/or misuse of funds advanced by my client.

 

16. That it further transpired that several activities claimed to have been undertaken by Navchetna were either improperly executed, partially executed, grossly deficient, inflated, unsupported by records, or not executed at all despite receipt of substantial payments from my client.

 

17. That your acts and omissions clearly establish gross breach of contractual obligations, breach of fiduciary duty, dishonest concealment of material facts, misrepresentation, financial irregularities, and conduct amounting to cheating and criminal breach of trust.

 

18. That due to your unlawful conduct and gross negligence, my client has suffered severe financial losses, operational disruptions, reputational injury, business setbacks, loss of goodwill, and immense mental harassment.

 

19. That despite repeated oral communications, meetings, reminders, and demands made by my client requesting clarification, rectification, proper accounting, supporting records, and settlement of the outstanding issues, you have deliberately failed, neglected, avoided, and refused to comply with your obligations.

 

20. That your aforesaid acts are illegal, mala fide, dishonest, fraudulent, and actionable under both civil and criminal law, including the applicable provisions relating to cheating, criminal breach of trust, misappropriation of funds, fraud, defamation, and conspiracy under the Bharatiya Nyaya Sanhita, 2023 and other applicable laws.

 

21.                That one of the fundamental and essential obligations undertaken by Navchetna under the aforesaid MOUs and Addendums was to ensure plantation survival rates ranging between 85% and 95%, which constituted the very foundation and commercial basis of the agreements entered into between the parties. The achievement of the stipulated survival benchmark was not merely a directory condition but a mandatory and material contractual obligation, upon the fulfilment of which the entire project viability, environmental impact, ecological sustainability, and long-term benefits of the plantation programme depended.

 

22. That despite repeated financial assistance, continuous operational support, reimbursement of substantial expenditures, and grant of multiple extensions and opportunities by my client, Navchetna utterly failed to achieve the agreed plantation survival rates and instead demonstrated alarming and unacceptable mortality levels across the plantation sites.

 

23. That upon verification, monitoring, field inspections, internal audits, and review of available records, my client discovered that the actual survival percentage of saplings planted under the project was drastically below the contractually mandated threshold of 85% to 95%, thereby exposing catastrophic deficiencies in the implementation and execution of the plantation program.

 

24. That as evidenced by the internal field verification, survival assessment and audit records maintained by my client (copies whereof are presently retained and shall be produced at the appropriate stage), the total plantation actually executed by Navchetna is approximately 67 lakh saplings (which includes contracted planting of 45 lakhs and replanting of approximately 22 lakh saplings, for which funds and planting material were separately provided by my client). The estimated surviving plants as on date are approximately 10 lakh saplings. The resultant interim shortfall in plantation survival is therefore estimated at approximately 57 lakh saplings, being the difference between approximately 67 lakh saplings actually planted and approximately 10 lakh saplings presently surviving, representing approximately 85% mortality. Even on the most conservative computation against the minimum 85% contractual benchmark applied to the approximately 45 lakh saplings actually planted (other than the 22 lacs replanted), the required survival would have been approximately 38.25 lakh and the shortfall would still be in excess of 28 lakh saplings. The figure of 35 lakh adopted herein for the interim claim (on the basis of the contracted planting) is therefore conservative and consistent with both the actual mortality and the minimum contractual benchmark. The said shortfall represents a massive, systemic and irreparable failure in project execution and constitutes one of the gravest breaches of the contractual obligations undertaken by Navchetna.

 

25. That the failure to maintain the mandated survival percentage has caused enormous environmental loss, wastage of public and private resources, destruction of ecological value, severe operational setbacks, and irreparable damage to the objectives and credibility of the project undertaken by my client.

 

26.                That apart from the failure to achieve the mandatory survival benchmarks, Navchetna further failed to comply with the Standard Operating Procedures (SOPs) specifically prescribed under the MOUs and Addendums for ensuring scientific, proper, and sustainable plantation practices.

 

27. That the SOPs were incorporated into the contractual framework with the clear understanding that adherence thereto was indispensable for ensuring healthy plantation growth, sapling survival, quality control, and long-term sustainability of the environmental program.

 

28. That Navchetna, however, acted in blatant disregard of the prescribed operational standards and failed to implement the mandatory SOP requirements in multiple material respects, including but not limited to;

 

(a)   Failure to conduct proper pit digging in accordance with the prescribed dimensions of minimum 30 cm x 30 cm x 45 cm, thereby adversely affecting root development and survival capacity of saplings;

 

(b)   Failure to maintain adequate watering arrangements and irrigation systems necessary for sustaining newly planted saplings, particularly during critical growth stages and adverse climatic conditions;

 

(c)    Failure to provide requisite quantities of vermicompost, farm yard manure (FYM), and organic inputs as contractually mandated and scientifically required for healthy plantation growth;

 

(d)   Failure to implement proper quality control and field management measures in relation to transportation, handling, storage, pit preparation, planting, protection, watering, monitoring, and maintenance of the good-quality saplings supplied by my client

 

(e)    Failure to provide adequate post-plantation care, monitoring, supervision, and maintenance required for ensuring survival and growth of saplings;

 

(f)     Failure to implement proper fencing and other protective measures for safeguarding plantation areas against grazing animals, trespass, and environmental damage, despite adequate fencing material having been supplied by my client to meet the fencing requirements raised by you. It is further noted that more than 80% of such material remained unutilised and was effectively wasted owing to your non-performance and failure to execute the requisite protection activities;

 

(g)   Failure to maintain and comply with the prescribed species mix ratio of 40:60 between fruit-bearing trees and timber trees as specifically agreed between the parties.

 

29.                That the aforesaid failures clearly establish gross negligence, lack of technical competence, disregard for scientific plantation practices, and reckless indifference towards the successful implementation of the project entrusted to Navchetna.

 

30.                That under the Original MOU, Navchetna expressly undertook to complete plantation of approximately 65 lakh saplings by December 2022, with further proposed expansion and scaling-up of plantation activities during the years 2023 and 2024.

 

31. That despite receipt of substantial financial support, reimbursements, management fees, advances, and continued cooperation from my client through the years 2023, 2024, and 2025, Navchetna persistently failed and neglected to complete the targeted plantation activities within the stipulated timelines.

 

32. That Navchetna further failed to achieve the projected plantation numbers contemplated for the subsequent years and failed to undertake adequate replantation or gap-filling activities to compensate for mortality and plantation failures.

 

33. That the repeated extensions granted by my client were misused by Navchetna without undertaking meaningful corrective action or implementing any effective remedial measures for restoration of plantation targets and survival benchmarks.

 

34.                That Navchetna consistently failed to provide contractual deliverables, reports, and compliance documentation within the agreed timelines and in the prescribed formats, thereby severely impairing transparency, monitoring, accountability, and project supervision.

 

35. That Navchetna repeatedly delayed and/or submitted incomplete Monthly Information System (MIS) reports, thereby frustrating the monitoring and assessment mechanisms agreed between the parties.

 

36. That under Clause 1(d) of the January 2024 Addendum, Navchetna was specifically required to update the TraceX Application and Krystal Database Management System on a weekly basis with accurate and complete plantation data. However, Navchetna failed to comply with the said obligation and neglected to provide timely, complete, and authentic updates.

 

37. That Navchetna further failed to provide accurate geo-tagging records, mapping data, plantation coordinates, and location-specific information necessary for verification and monitoring of plantation activities.

 

38. That Navchetna also failed to furnish coloured photographs with date and time stamps evidencing plantation activities, survival conditions, maintenance work, and field implementation, despite repeated requests and contractual obligations requiring the same.

 

39. That invoices submitted by Navchetna were frequently incomplete, unsupported, inaccurate, and devoid of the necessary annexures, vouchers, and supporting documents required for verification and audit purposes.

 

40. That despite claiming reimbursements towards salaries, wages, and labour-related expenses, Navchetna failed to furnish affidavits confirming compliance with labour laws and further failed to submit Provident Fund (PF), Employees’ State Insurance Corporation (ESIC), and Professional Tax (PT) challans, despite contractual obligations requiring submission of such statutory compliance documents.

 

41. That the aforesaid conduct establishes deliberate suppression of records, lack of transparency, financial irregularities, and serious violations of contractual and statutory obligations.

 

42.                That the persistent, repeated, and systemic failures committed by Navchetna constitute gross negligence and reckless disregard in the performance of contractual obligations entrusted by my client.

 

43. That the conduct of Navchetna demonstrates complete lack of adequate supervision, absence of effective project management systems, failure to deploy trained and qualified personnel, and disregard for quality assurance and monitoring protocols essential for implementation of a project of such magnitude.

 

44. That Navchetna failed to implement any meaningful quality control mechanisms and displayed utter disregard towards contractual timelines, deliverables, environmental obligations, and survival requirements.

 

45. That the reckless and negligent manner in which the plantation activities were executed clearly demonstrates indifference towards the survival, protection, and well-being of the saplings planted under the project and has caused enormous ecological, environmental, financial, and reputational harm to my client.

 

46.                That my client has credible information, documentary material, field-level inputs, financial discrepancies, and reasonable grounds to believe that Navchetna has engaged in serious acts of misappropriation of funds, fraudulent invoicing, false representations, and dishonest conduct in relation to the execution of the project.

 

47.                That despite receiving substantial reimbursements from my client towards salaries, wages, labour payments, and staffing expenses, Navchetna failed and neglected to disburse salaries and wages to workers, staff and field personnel engaged by Navchetna for the plantation project. Nothing contained herein shall be treated as an admission that such persons were employees of SGI; rather, the contractual obligation to engage, supervise, pay and comply with applicable labour laws in respect of such personnel was upon Navchetna.

 

48. That the complaints were received from workers, field staff, and associated personnel regarding persistent non-payment and withholding of their lawful dues despite reimbursement amounts having already been released by my client to Navchetna.

 

49. That the aforesaid misconduct is further evidenced from the email dated 12.11.2025 issued by SGI and corresponding ledger entry dated 14.11.2025 recording that against a payment amount of Rs. 5,11,621/-, only Rs. 4,42,192/- was released and the balance amount of Rs. 69,429/- was deducted specifically on account of Navchetna’s failure to pay its employees and field personnel despite receipt of reimbursement funds.

 

50. That the aforesaid conduct clearly establishes dishonest retention and diversion of labour-related reimbursements and amounts to financial misconduct, breach of trust, and fraudulent misappropriation of project funds.

 

51.                That Navchetna repeatedly submitted invoices, reimbursement claims, declarations, and undertakings falsely representing that salaries and wages had been paid to workers and staff and that statutory obligations had been duly complied with.

 

52. That Navchetna further claimed reimbursement for plantation-related expenses, labour charges, statutory payments, operational expenditures, and compliance-related costs which, upon scrutiny, appear to have been either inflated, unsupported, false, misleading, or not actually incurred.

 

53. That despite claiming reimbursement towards statutory obligations including PF, ESIC, and Professional Tax, Navchetna failed to furnish any valid proof of such payments and failed to submit the required challans and statutory compliance documents.

 

54. That the invoices, undertakings, declarations, and representations submitted by Navchetna were therefore false, misleading, deceptive, and fraudulently intended to induce my client to release further payments and reimbursements, subject to final verification and forensic audit.

 

55.                That under Clause 4(d) of the original MOU and corresponding provisions in the subsequent Addendums, Navchetna was specifically required, for reimbursement and pass-through expenses, to act only as a “PURE AGENT” of SGI within the meaning of Rule 33 of the Central Goods and Services Tax Rules, 2017, and to claim only actual expenses incurred without any profit element, maintain complete transparency and documentary accountability, not acquire title or ownership in goods and services procured on behalf of SGI, and strictly utilize reimbursed funds solely for the designated project purposes.

 

56.                That by wrongfully retaining funds, failing to utilize reimbursed amounts for their designated purposes, suppressing records, and engaging in self-serving financial conduct, Navchetna fundamentally breached the “pure agent” relationship and violated the fiduciary obligations owed to my client.

 

57. That the aforesaid conduct prima facie amounts to unjust enrichment, self-dealing, breach of fiduciary duty, and fraudulent misappropriation of funds entrusted by my client for public-interest environmental projects.

 

58.                That despite the grave breaches and misconduct committed by Navchetna, my client repeatedly acted fairly, reasonably, and in good faith and provided multiple opportunities to Navchetna to remedy the defaults and regularize the breaches.

 

59. That on 05.01.2026, you addressed an email communication to my client proposing supply of approximately 4 lakh Teak and Custard Apple plants between July 2026 and September 2026 together with distribution of vermicompost for approximately 8 lakh plants.

 

60. That the said proposal was wholly inadequate, illusory, and incapable of addressing the enormous shortfall of approximately 35 lakhs saplings, nor did it address the systemic operational failures, financial irregularities, worker non-payment issues, reporting deficiencies, or breaches of contractual obligations committed by Navchetna.

 

61. That thereafter, on 30.01.2026, my client issued a detailed and comprehensive Show Cause Notice to Navchetna setting out the plantation shortfall, performance deficiencies, reporting failures, and contractual breaches in detail and calling upon Navchetna to explain and justify the defaults committed.

 

62. That by the said Show Cause Notice, my client further called upon Navchetna to submit a quantified corrective action proposal along with clear timelines and indicated that meaningful corrective measures would require supply of up to 25 lakh healthy saplings together with approximately 2,500 metric tonnes of vermicompost/FYM and a time-bound implementation schedule.

 

63. That my client granted a period of seven (7) days to Navchetna to submit a satisfactory explanation and simultaneously imposed interim suspension upon all further project activities, payments, approvals, and extensions pending satisfactory compliance.

 

64. That thereafter, on 07.02.2026, my client issued a further follow-up communication noting expiry of the stipulated period without satisfactory response from Navchetna and confirming continuation of the suspension together with issuance of Notice of Intended Termination.

 

65. That by the said communication, Navchetna was further informed that my client would proceed to recover advances paid, recover costs of gap-filling and replantation, and initiate appropriate civil, contractual, and other proceedings against Navchetna.

 

66. That despite repeated notices, opportunities, warnings, and communications issued by my client, Navchetna failed and neglected to submit any satisfactory explanation, failed to provide sufficient cause, failed to furnish any credible remedial proposal, and continues to remain in material breach of all essential obligations under the MOUs and Addendums.

 

67.                That the acts and omissions of Navchetna constitute clear violations of the provisions of the Indian Contract Act, 1872, including but not limited to Sections 37, 39, 40, 51, 73, 74, and 75 thereof. The said Section 74 being applicable to the extent any sum named or penalty/liquidated damages stipulation under the MOU or Addendums are relied on, thereof.

 

68. That under Section 37 of the Indian Contract Act, 1872, Navchetna was legally bound to perform and fulfil the contractual obligations undertaken by it, which it has failed and neglected to perform.

 

69. That the persistent non-performance, repeated defaults, and continued breaches committed by Navchetna amount to refusal to perform contractual obligations within the meaning of Section 39 of the Indian Contract Act, 1872.

 

70. That under Section 40 of the Indian Contract Act, 1872, Navchetna was obligated to execute the promises personally and through competent and qualified personnel, which obligation it failed to discharge.

 

71. That Navchetna further failed to perform the contractual obligations within the stipulated timelines and schedules, thereby violating Section 51 of the Indian Contract Act, 1872.

 

72. That by reason of the aforesaid breaches, my client has become entitled to compensation for all losses and damages caused by Navchetna under Sections 73 and 74 of the Indian Contract Act, 1872.

 

73.                That as a direct and proximate consequence of the breaches, negligence, fraud, misappropriation, non-performance, and misconduct committed by Navchetna, my client has suffered colossal financial losses, environmental damage, reputational injury, operational disruption, and consequential harm.

 

74.                That my client states that the following computation and quantification of claim is purely interim, conservative, provisional, and without prejudice to the rights and contentions of my client. The figures mentioned herein are subject to detailed reconciliation, forensic audit, technical verification, further documentary scrutiny, and assessment of actual damages suffered by my client.

 

75. That the present computation does not include several additional heads of losses and liabilities, including but not limited to future losses, consequential environmental damages, donor/client claims, tax implications, statutory liabilities, regulatory penalties, legal expenses, costs of proceedings, reputational erosion, stakeholder claims, future maintenance liabilities, and additional damages that may subsequently be discovered upon detailed investigation and audit.

 

76. That solely for the purpose of interim assessment and immediate recovery, my client has presently quantified its claim in the following manner:

 

SCHEDULE – FOR INTERIM QUANTIFICATION OF CLAIM

 

Sl.	Head of Claim	Basis / Computation	Amount
A	Saplings cost	Cost of replacement saplings for the approximately 35 lakh failed saplings, calculated conservatively at Rs. 12 per sapling towards purchase cost of saplings. Computation: 35,00,000 × Rs. 12.	Rs. 4,20,00,000/- (Rupees Four Crore Twenty Lakh only)
B	Restitution / recovery of misutilized payments (claimed in the alternative to Heads A and C — not in addition)	Out of the total payments of Rs. 13,71,89,494/- made by my client to Navchetna, the amount attributable to failed and dead saplings, computed at approximately 85% mortality on the proportionate cost of 57 lakh failed saplings out of 67lakh actually planted.	Rs. 11,66,11,070/- (Rupees Eleven Crore Sixty Six Thousand Eleven Hundred and Seventy only)
C	Replantation, gap-filling, post-plantation maintenance, survival-support and corrective plantation cost	Cost required for gap-filling, corrective plantation and replantation of approximately 35 lakh saplings with proper land preparation, post-plantation maintenance, watering, monitoring and upkeep over the prescribed maintenance cycle, transportation, labour and initial care, calculated conservatively at Rs. 20 per sapling (rounded off). Per-plant rate derived by dividing the amount paid as mentioned in Para 19 of Rs. 13,71,89,494/- by the number of saplings planted by Navchetna (45 lakh originally planted plus 22 lakh replanting referred to in Para 31, aggregating to 67 lakh saplings): Rs. 13,71,89,494 ÷ 67,00,000 ≈ Rs. 20.48, rounded down to Rs. 20. Computation: 35,00,000 × Rs. 20.	Rs. 7,00,00,000/- (Rupees Seven Crore only)
D	Forensic audit, expert valuation, supervision, quality control and remediation costs	Forensic audit ~ Rs. 60 lakh; expert technical and environmental valuation ~ Rs. 35 lakh; independent field verification and survival assessment ~ Rs. 30 lakh; quality control, monitoring and supervisory deployment ~ Rs. 50 lakh; incidental administrative and remediation expenses ~ Rs. 25 lakh. Computation: 60 + 35 + 30 + 50 + 25 = Rs. 200 lakh.	Rs. 2,00,00,000/- (Rupees Two Crore only)
E	INTERIM TOTAL (sum of A + C  + E; Head B claimed in the alternative and not in addition)	Computation: 4,20,00,000 + 7,00,00,000 + 2,00,00,000  = Rs. 13,20,00,000/-. Exclusive of interest, legal costs, further damages and other consequential claims; subject to enhancement upon completion of forensic audit, technical and environmental verification, and detailed reconciliation.	Rs. 13,20,00,000/- (Rupees Thirteen Crore Twenty Lakh only)

 

 

A.     Saplings Cost: The cost attributable to the failure to maintain plantation survival in respect of the approximately 35 lakh failed saplings, calculated conservatively at Rs. 12 per sapling towards purchase of sapling cost, aggregates to Rs. 4,20,00,000/- (Rupees Four Crore Twenty  Lakh only).

 

B.    Restitution / recovery of misutilized payments (claimed in the alternative): Out of the total payments of Rs. 13,71,89,494/- made by my client to Navchetna, an estimated amount of Rs. 11,66,11,070/- (computed at approximately 85% mortality on the proportionate cost of the 57 lakh failed saplings out of the 67lakh actually planted) is attributable to failed and dead saplings and is recoverable as restitution. This head is claimed in the alternative to (and not in addition to) the make-good and replantation costs at Heads A and C.

 

C.    Replantation activity, gap-filling, post-plantation maintenance, survival-support and corrective plantation cost: The cost required for gap-filling, corrective plantation and replantation of approximately 35 lakh saplings with proper land preparation, towards post-plantation maintenance, watering, monitoring and upkeep over the prescribed maintenance cycle, transportation, labour and initial care, calculated conservatively at Rs. 20 per sapling (rounded off) (based on cost per plant derived by dividing the amount paid as mentioned in Para 19 of INR 13,71,89,494 by the number of plants planted by Navchetna including the replantation of 22 lacs saplings mentioned in Para 31 making a total of 67 lacs saplings planted), aggregates to Rs. 7,00,00,000/- (Rupees Seven Crore only).

 

D.    Forensic audit, expert valuation, supervision, quality control and remediation costs: Estimated cost of forensic audit (approximately Rs. 60 lakh), expert technical and environmental valuation (approximately Rs. 35 lakh), independent field verification and survival assessment (approximately Rs. 30 lakh), quality control, monitoring and supervisory deployment (approximately Rs. 50 lakh), and incidental administrative and remediation expenses (approximately Rs. 25 lakh), aggregating to Rs. 2,00,00,000/- (Rupees Two Crore only).

 

E.     Interim total: The aggregate interim quantified claim, being the sum of Heads A, C, D, and E above (Head B being claimed in the alternative and not in addition) is Rs. 13,20,00,000/- (Rupees Thirteen Crores and Twenty Lacs only), exclusive of interest, legal costs, further damages and other consequential claims, and subject to enhancement upon completion of forensic audit, technical and environmental verification, and detailed reconciliation.

 

77.                That my client is further entitled to claim compensatory damages under Sections 73 and 75 of the Indian Contract Act, 1872; statutory and contractual interest at the rate of 18% per annum (or such rate as may be awarded by the competent forum) from the respective dates of breach and payment until full realization; litigation expenses; legal costs; advocate’s fees; and all incidental and consequential damages arising from the wrongful acts of Navchetna.

 

78.                That the present computation is purely interim, conservative, provisional and without prejudice to the rights and contentions of my client, and does not include several additional heads of losses and liabilities, including but not limited to future losses, further consequential environmental damages, client claims, tax implications, statutory liabilities, regulatory penalties, legal expenses, costs of proceedings, future maintenance liabilities, and additional damages that may subsequently be discovered upon detailed investigation and audit.

 

79. That my client expressly reserves its right to revise, amend, enhance, supplement, or otherwise modify the aforesaid claims upon completion of detailed forensic audit, financial reconciliation, technical assessment, environmental evaluation, statutory review, and further investigation into the acts and omissions committed by Navchetna and persons acting under its authority.

 

80.                That in addition to monetary recovery, you are hereby called upon to provide and hand over to my client within seven (7) days of receipt of this Notice complete records and deliverables, including plot-wise plantation registers, block-wise and village-wise planting data, geo-tagged coordinates, TraceX and Krystal database extracts, MIS reports, date- and time-stamped photographs, farmer consent/demand letters, attendance and wage registers, PF/ESIC/PT challans, vendor bills, vouchers, bank payment proofs, survival/mortality assessment records, sapling procurement and transport records, replantation/gap-filling records, worker dues statements, and all other project-related books, papers, digital records and documents.

 

81.                That you are hereby further called upon to preserve all books of account, invoices, vouchers, WhatsApp and email communications, attendance records, bank statements, wage registers, statutory challans, geo-tagging data, TraceX/Krystal records, field photographs, vendor records and all project-related documents. Any deletion, destruction, alteration or suppression of records shall be treated as an adverse circumstance, give rise to adverse inferences in any subsequent proceedings, and shall invite appropriate civil and criminal action.

 

82.                That my client expressly reserves its right to file complaints and/or initiate proceedings before, inter alia, the Registrar of Companies, the Serious Fraud Investigation Office (SFIO), the National Company Law Tribunal, the GST authorities (in respect of incorrect or unsupported GST claims), the labour authorities (in respect of non-payment of wages and statutory dues), the EPFO and ESIC authorities, and other regulatory bodies having jurisdiction over Producer Companies and the affairs of Navchetna and its officers.

 

83. That accordingly, and without prejudice to the larger claims available in law and equity, my client hereby calls upon you to jointly and severally pay and satisfy the interim quantified claim amount of Rs. 13,20,00,000/- (Rupees Thirteen Crores and Twenty Lacs only), together with interest at the rate of 18% per annum from the respective dates of breach and payment until full realization, within 7 (Sevem) days from receipt of this Notice, failing which my client shall initiate appropriate civil, commercial, criminal, recovery, arbitration, and regulatory proceedings against you entirely at your risk as to costs and consequences.

 

84. That the conduct of Navchetna and its officers further discloses a concerted pattern of concealment, suppression of material facts, false financial representations, and diversion of entrusted project resources, thereby giving rise to continuing causes of action and rendering all persons responsible jointly and severally liable for the losses and damages suffered by my client.

 

85.                That the personal liability of the individual directors, officers and persons in charge named hereinabove arises by reason of their position of management and control during the relevant period; their personal involvement in the negotiation, execution, operation and administration of the MOU and Addendums; their personal certification and/or authentication of invoices, declarations, MIS reports, undertakings and reimbursement claims; and on account of their conduct attracting, inter alia, Section 339 (fraudulent conduct of business) and Section 447 (fraud) of the Companies Act, 2013, the principle of lifting of the corporate veil in cases of fraud, dishonest conduct or improper purpose, and all other principles of personal liability available under law. Particulars of personal acts and omissions attributable to each individual director and officer shall be furnished at the appropriate stage based on documentary records and forensic audit.

 

86. Take notice that in the event of your failure, neglect, refusal, or avoidance to comply with the demands contained herein within the stipulated period, my client shall be constrained to initiate appropriate civil, criminal, commercial, recovery, arbitration, and regulatory proceedings against you and all responsible persons before the competent Courts, Tribunals, Authorities, and Forums having jurisdiction, entirely at your risk as to costs and consequences.

 

87. Take further notice that in such event, my client shall additionally claim interest, compensation, litigation costs, advocate’s fees, damages for mental agony and reputational loss, and all consequential expenses arising therefrom, for which you alone shall remain liable and responsible.

 

88. This notice is issued without prejudice to all other rights, remedies, claims, proceedings, and legal actions available to my client under law and equity, all of which are hereby expressly reserved.

 

 

You are therefore advised to treat this matter as MOST URGENT.

 

Thanking you,

 

Yours faithfully,

 

 

Ashok Kumar Singh

Advocate

High Court Calcutta

 

Copy to;

 

(a)   M/s. Samunnati Financial Intermediation & Services Private Limited, Baid Hi Tech Park, 8th Floor, No 129 B, East Coast Road, Thiruvanmiyur , Chennai, Tamil Nadu, India – 600041, Email ID: secretarial@samunnati.com

 

(b)   M/s. Nabkisan Finance Limited, 3RD FLOOR, NANARD REGIONAL OFFICE BUILDING,NO.48 MAHATMA GANDHI ROAD, NUNGAMBAKKAM, , CHENNAI 600034, Tamil Nadu, India – 600034, Email ID: finance@nabkisan.org

 

(c)    HDFC Bank Limited, HDFC BANK HOUSESENAPATI BAPAT MARG LOWER PAREL W , MUMBAI, Maharashtra, India – 400013, Email ID: santosh.haldankar@hdfcbank.com

 

(d)   Umesh Chandra Pandey, Village Bitthalpur, Sikhar, Chunar, Mirzapur – 231306, Uttar Pradesh.

 

(e)    Ranji Kant Pandey, Sikhar, Mirzapur Sadar – 231306, Uttar Pradesh.

 

(f)     Akhilesh Kumar Tripathi, Village – Goraiya, Post Office – Sikhar, Mirzapur – 231306, Uttar Pradesh.

 

(g)   Tushar Pandey, Village – Sikhar, Mirzapur – 231306, Uttar Pradesh.

 

(h)   Anju Shukla, House No. B38/113-3, Tulsipur, Mahmoorganj, Post Office – Mahmoorganj, Chhitupur, Varanasi – 221010, Uttar Pradesh.

 

(i)     Vishal Kumar Pandey, Village – Sikhar, Mirzapur Sadar – 231306, Uttar Pradesh.

 

{for information and necessary action} only.