The Calcutta High Court has set aside an interim injunction restraining defendants from sending emails alleging corporate misconduct, holding that the trial court erred by granting relief without applying the Bonnard Principle. In defamation suits, an injunction can only issue if the court is satisfied the defence of justification by truth is certain to fail at trial. The trial judge had expressly recorded that the veracity of the allegations could not be determined at the interim stage, making the injunction legally impermissible.
Background & Facts
The Dispute
The plaintiff, Sourabh Khemani, filed a suit for defamation (Title Suit No. 603 of 2026) before the Fifth Bench, City Civil Court at Calcutta against defendants Anil Kaushik and another. The defendants are shareholders in companies connected to the plaintiff's former business associations. Khemani formerly held 90 percent of CyberCorp Limited, while defendant No. 1 holds 10 percent. Defendant No. 2 holds 50 percent of Sundyne Technologies Private Limited, which the defendants allege was victimised by Khemani's actions.
Key Facts
- Two emails dated January 16, 2026 and January 31, 2026 formed the basis of the defamation claim
- The first email outlined allegations of legal infractions against Khemani during his tenure at CyberCorp Limited and concluded by stating it was issued without prejudice to all rights, remedies and proceedings available to Sundyne Technologies Private Limited in law and equity
- The second email dated January 31, 2026 attached and reiterated a legal notice of even date, using expressions such as "misappropriate and steal proprietary software source codes and confidential technical material developed by Sundyne" and "amounting to a daylight attempt at looting the company's intellectual property by a director himself"
- Applications alleging oppression and mismanagement at the behest of Khemani are pending before the National Company Law Tribunal (NCLT) in respect of Sundyne Technologies Private Limited
- The defendants contended the emails were directed to officials and shareholders of CyberCorp Limited and persons directly connected to the company who have a direct interest in its affairs
- The plaintiff contended the emails were sent to third parties otherwise unconnected with the company, attempting to denigrate him in the eyes of the business world
Procedural History
- April 4, 2026: Learned Trial Judge passed Order No. 5 granting interim injunction restraining defendants from sending emails to third parties not directly involved with the concerned business, raising illegal allegations against the plaintiff, with a rider permitting genuine complaints before competent authorities
- April 24, 2026: Impugned order formally communicated
- Within reasonable period thereafter: Appellants entrusted their advocate with preferring an appeal
- Delay of approximately 38 days in filing the appeal attributed to the advocate's acute episodic severe back pain with radiating tenderness over L4, L5, supported by medical certificate
- FMAT 220 of 2026 filed with CAN 1 of 2026 (condonation of delay) and CAN 2 of 2026
- September 7, 2026: Heard and decided by Division Bench of Calcutta High Court (Hon'ble Mr. Justice Sabyasachi Bhattacharyya and Hon'ble Mr. Justice Sandip Kumar De)
The Parties' Positions
The appellants argued the trial court overlooked the Bonnard Principle, which requires that until an alleged libel is proven untrue, no right is infringed, and an interim injunction should not issue unless the defence of justification is certain to fail at trial. They relied on Fraser vs. Evans [1969] 1 Q.B. 349 and Tata Sons Limited vs. Greenpeace International & Anr. (2011 SCC OnLine Del 466). They further contended the emails were in the nature of legal notices concerning corporate legal infractions, the truth of which is subject to determination in pending NCLT proceedings.
The respondent argued the injunction was narrowly tailored to restrain communications to third parties unconnected with the business, that the plaintiff had resigned and was being maligned, and that the rider permitting genuine complaints before authorities protected the defendants' legal rights.
Relief Sought
The appellants sought setting aside of the impugned order dated April 4, 2026, condonation of the 38-day delay in filing the appeal, and admission of the appeal on merits.
The Legal Issue
The central questions were: (1) Whether the delay of 38 days in filing the first appeal against the interim injunction order should be condoned given the advocate's medical condition; (2) Whether the trial court erred in granting an interim injunction in a defamation suit without applying the Bonnard Principle and without recording satisfaction that the defence of justification by truth is certain to fail at trial; (3) Whether emails in the nature of legal notices alleging corporate illegality can be restrained pending trial when the veracity of allegations is undetermined.
Arguments Presented
For the Appellants
Counsel submitted the trial judge completely overlooked the Bonnard Principle, as reiterated in Fraser vs. Evans [1969] 1 Q.B. 349, which mandates that in defamation suits, an interim injunction ought not to be passed unless the defence of justification by the defendants is certain to fail at trial. Reliance was placed on Tata Sons Limited vs. Greenpeace International & Anr. (2011 SCC OnLine Del 466) where the Delhi High Court reiterated this principle. Counsel highlighted that the trial judge himself recorded it was not possible to conclude whether the plaint allegations are genuine at this stage. The two emails were in the nature of legal notices alleging legal infractions during the plaintiff's tenure at CyberCorp Limited, and applications for oppression and mismanagement are pending before the NCLT, making the defence of truth available unless proved otherwise at trial. The emails were directed to company officials, shareholders and persons directly connected to the company, not to the public at large. Defendant No. 1 is a 10 percent shareholder in CyberCorp Limited and Defendant No. 2 is a 50 percent shareholder in Sundyne Technologies Private Limited, giving them direct interest.
For the Respondent
Counsel argued the injunction only restrained emails to third parties not directly involved with the business, and the defendants cannot claim to be adversely affected. The trial judge included a rider permitting genuine complaints before competent authorities, protecting the defendants' legal rights. The plaintiff has resigned from CyberCorp Limited and was sought to be maligned by vicious comments in the second email dated January 31, 2026. The emails were sent not only to directors and shareholders but also to third parties unconnected with the company, attempting to denigrate the plaintiff in the eyes of the business world and strangers who might have transactions with CyberCorp Limited.
The Court's Analysis
The Division Bench first addressed the condonation application. The appellants' advocate suffered acute episodic severe back pain with radiating tenderness over L4, L5, as evidenced by a medical certificate. Although the respondent pointed to sporadic physical appearances by the advocate during the relevant period, the Court held that attending pre-entrusted matters under compulsion and sense of duty is different from taking steps to prefer a new appeal. The medical certificate sufficiently established the advocate's inability to carry on regular professional work. Even if the advocate was not diligent, the appellants themselves had acted diligently by entrusting the matter within a reasonable period and retaining the same advocate. No mala fides was found in the 38-day delay. Accordingly, CAN 1 of 2026 was allowed without costs.
On the merits, the Court conducted a thorough examination of the Bonnard Principle. The principle, evolved in Bonnard vs. Perryman [1891] 2 Ch. 269 and reiterated in Fraser vs. Evans (supra), has been consistently adopted by Indian courts. In defamation suits, apart from the three cardinal tests of prima facie case, balance of convenience, and irreparable injury, the Bonnard Principle is squarely attracted. No injunction can normally be granted unless the court concludes on the basis of materials before it that the defence of justification by truth is not available to the defendant and that the defendant is certain to fail on such count at trial. Until it is clear that an alleged libel is untrue, it is not clear that any right at all has been infringed. Indian courts have continuously reiterated the importance of leaving free speech unfettered, which is a strong reason for dealing most cautiously with interim injunctions in libel cases.
The Court found that both offending emails are in the nature of legal notices or reiteration of allegations made in legal notices. The first email concluded by stating it was issued without prejudice to all rights and remedies available to Sundyne Technologies Private Limited. The second email attached and referred to a legal notice of even date. The strong expressions used ("misappropriate and steal", "daylight attempt at looting") were in the specific context of alleged infractions of corporate and criminal law. The legality of the plaintiff's actions and veracity of allegations can only be decided conclusively by legally competent forums, including the NCLT where oppression and mismanagement applications are pending.
Critically, the trial judge had categorically recorded in several portions of the impugned order that at this stage it is not possible to come to any conclusion as to whether the allegations in the emails are genuine or not, which need to be enquired at the conclusion of the trial. This finding is fundamentally incompatible with the Bonnard Principle, which requires the court to be satisfied that the defence of justification is certain to fail. The Court observed: "In the present case, the offending e-mails are one notch lower than direct allegations, inasmuch as such allegations squarely pertain to lawfulness and legality of the actions of the plaintiff in the context of corporate law, acquiring the character of a legal notice." The trial judge erred in law by granting a blanket injunction restraining emails to "third parties" not "directly involved" without categorically identifying who these persons are, leaving it vague and dependent on the parties' perception. The operative part of the order and the findings leading to it are contradictory: the court restrained "raising illegal allegations" while simultaneously observing the legality of allegations cannot be ascertained at this stage. Since the court itself was unsure of the legality of the allegations, there was no possibility to conclude they were certain to fail at trial or in pending corporate proceedings.
The Verdict
The appeal (FMAT 220 of 2026) was allowed on contest. The impugned order bearing Order No. 5 dated April 4, 2026 passed by the learned Trial Judge, Fifth Bench, City Civil Court at Calcutta in Title Suit No. 603 of 2026 was set aside. CAN 2 of 2026 was disposed of consequentially. The Court made clear all observations are tentative, arrived at for the limited purpose of deciding the appeal arising from a temporary injunction order, and will not influence the trial judge in deciding the main suit. No order as to costs.
What This Means For Similar Cases
Bonnard Principle Remains the Governing Standard for Defamation Injunctions
The judgment reaffirms that the Bonnard Principle is not a mere guideline but a mandatory threshold in defamation suits. Practitioners must ensure trial courts record a positive, categorical finding that the defence of justification by truth is certain to fail at trial before granting any interim restraint. A mere prima facie case in favour of the plaintiff is insufficient; the burden shifts to the plaintiff to demonstrate the defendant's truth defence is bound to fail. Any order granting injunction without this specific satisfaction is vulnerable to appellate interference.
Emails in the Nature of Legal Notices Receive Heightened Protection
Communications that acquire the character of legal notices - alleging corporate illegality, referencing pending or impending statutory proceedings (such as NCLT oppression and mismanagement applications), and addressed to stakeholders with a direct interest - occupy a protected space. Courts will be reluctant to restrain such communications at the interim stage when the underlying allegations are subject to determination by specialised tribunals. Practitioners defending against defamation claims should emphasise the legal-notice character of the communication and the pendency of parallel proceedings where truth will be adjudicated.
Vague Injunction Terms Are Self-Defeating
The trial court's use of undefined expressions - "third parties who are not directly involved with the concerned business" and "raising illegal allegations" - rendered the injunction unworkable and legally contradictory. An injunction that leaves the scope of restraint to the parties' perception, while simultaneously declaring the court cannot determine the legality of the allegations, fails the test of clarity and enforceability. Practitioners should challenge vague injunction terms at the earliest opportunity, as they indicate the court has not applied its mind to the specific requirements of the Bonnard Principle.
