HC stays bank order classifying ex-RCom director as ‘fraudulent borrower’

The bank had failed to specify any individual role to Manjari Ashok and did not provide her with the necessary documents to prepare an appropriate reply to allegations leveled against her, the court ruled

MUMBAI: The Bombay High Court has stayed an order issued by the UCO Bank in May 2024, which classified former independent director at Reliance Communications Ltd (RCom) Manjari Ashok Kacker as a “fraudulent borrower”. The bank had failed to specify any individual role to Kacker and did not provide her with the necessary documents to prepare an appropriate reply to the allegations leveled against her, the court ruled on December 24, while staying the bank order.

HC stays bank order classifying ex-RCom director as ‘fraudulent borrower’

Kacker was appointed non-executive director on the RCom board in 2014; she became an independent director in September 2018, and resigned from the board on November 15, 2019. Meanwhile, on May 15, 2018, RCom was admitted into the Corporate Insolvency Resolution Process (CIRP), pursuant to an order from the National Company Law Tribunal (NCLT).

On May 7, 2024, UCO Bank issued a show cause notice to Kacker, using a Forensic Audit Report (FAR) commissioned during the course of insolvency proceedings. Kacker responded, saying no specific allegations had been made against her and the FAR could not be used by the public sector bank to classify her as a “fraudulent borrower”.

She also sought documents and material relied upon in the FAR to prepare an effective response to the show cause notice, saying she had resigned from RCom almost five years earlier.

In a letter dated June 12, 2024, Kacker reiterated that she had been a non-executive director at RCom and was not involved in its day-to-day affairs. Therefore, she said, she could not be penalised by the bank. She further pointed out that the consortium of lenders of RCom, including Canara Bank, State Bank of India, and Bank of India, had either withdrawn the notices issued to her or such notices had been stayed by the high court.

The bank, however, overlooked her objections and issued an order on September 26, 2025, classifying Kacker as a “fraudulent borrower” with reference to the Master Directions on Fraud Risk Management in Commercial Banks (including Regional Rural Banks) and All India Financial Institutions (RBI Master Directions on Fraud- 2024).

Kacker then approached the high court. Her counsel, advocate Karl Tamboly, argued that an independent director or non-executive director is not liable for various acts of the company if such acts occur without their knowledge and/or without their consent or connivance. Since the show cause notice and the order did point out any specific acts done by Kacker, they were contrary to the RBI Master Directions on Fraud-2024 and in violation of the principles of natural justice, Tamboly said.

Advocate Prakash Shinde, representing UCO Bank, sought to defer the hearing to enable the bank to file a detailed reply to her petition, saying Kacker was still a director of RCom as per records of the Registrar of Companies.

A division bench of justices RI Chagla and Farhan P Dubash, however, stayed the order, observing that the notice did not attribute any specific violation to Kacker; instead, it merely referred to the FAR’s conclusion to issue a notice against her.

The court also noted that the bank did not furnish any documents to enable Kacker to prepare an effective reply to the notice despite her request and the order also did not set out the exact role and involvement of Kacker in the purported fraudulent activity.

“This is an essential ingredient of an order passed under the RBI Master Directions on Fraud- 2024 for concluding she is a fraudulent borrower,” the court clarified.