G. B. SINGH, J. This is a petition under Section 482, Cr. P. C. for quash ing the proceedings against the petitioners in criminal complaint case pending in the Court of Judicial Magistrate, Lucknow. 2. M/s. Jintan Clinical Thermometer Company (India) Pvt. Ltd. , Bombay manufactures Clinical Thermometers. R. K. Kothari, petitioner No. 1 is its Chairman and Deepak R. K. Kothari and B. R. Kothari petitioner Nos 2 and 3 are Managing Director and Director, respectively of the said Company. M/s. Joshi Pharma (hereinafter referred to as the Firm) is a partnership Firm and deals in such Thermometers. It carries on its business at Lucknow. The Firm entered into agreement with M/s. Jintan Clinical Thermometer Company (hereinafter referred to as the Company) for supply of Clinical Thermometers somewhere in the year 1983 and deoosited a sum of Rs. 2,500/- with the Company as security money. In pursuance of that agreement the Company supplied Thermometers. Two consignments were, according to the com plainant, sub-standard. The Firm, therefore, returned those consignments wrrh the request to replace the Thermometers. These consignments were worth Rs. 5,706. 96 paise. It appears that the Company neither replaced the Thermometers nor refunded the security deposit. The Firm, therefore, filed ai complaint against the petitioners alleging that they have committed crimina breach of trust punishable under Sections 405, 406 and 409, I. P. C. It appears that the learned Magistrate after recording evidence undjr Sections 200 and 202, Cr. P. C. summoned the accused petitioners. They, therefore, filed the present petition for quashing the criminal proceedings started on the aforesaid complainant alleging that they could not replace the Thermometers due to lay off and the dispute between the parties is of civil nature and they have not committed any offence of criminal breach of trust. It has also been alleged by them that necessary ingredients of the offences under Sections 406 and 409, I. P. C. have not been disclosed in the complaint. 3. It was argued by the learned counsel for the petitioners that the complaint does not disclose any prima facie case, the dispute between the parties is of civil nature and the complaint has been filed to terrorise them without disclosing the necessary ingredients of the offence alleged. 3. It was argued by the learned counsel for the petitioners that the complaint does not disclose any prima facie case, the dispute between the parties is of civil nature and the complaint has been filed to terrorise them without disclosing the necessary ingredients of the offence alleged. The learned counsel for the Firm opposite party No. 1, on the other hand, argued that the facts disclosed in the complaint constitute the offences under Sections 406 and 409, I. P. C. and the proceedings are not liable to be quashed. After having heard the parties counsel, I am of the opinion that the contention of the learned counsel for the petitioners must prevail. 4. It has been held in R. P. Kapur v. State of Punjab, 1960 Cr LJ 1239 (SC), that where the allegations in the complaint, even if they are taken at their face value and accepted in their entirety, do not constitute the offence alleged, the inherent jurisdiction of the High Court should be exercised to quash the criminal proceedings started on such a complaint. Similarly in Superintendent and Remembrancer of Legal Affairs West Bengal v. Mohan Singh and others, AIR 1975 (SC) 1002 . It has been laid down that where the first information report does not make out any case prima facie against the accused and the proceedings are long drawn out, the High Court may quash the proceedings to prevent the abuse of the process of the Court and to secure the ends of justice. In Hari Prasad Chamaria v. Bishun Kumar Surekha and others, 1974 Cr LJ 352 (SC ). Bishun Kumar Surekha intending to start business advanced a large amount to Bishun Kumar Surekha and others respondents having full faith in them for the same. The respondents started business in their own name and refused to render accounts or return money to the appellant. The point involved was whether the respondents could be held criminally liable under Section 420, I. P. C. It was held in this case at page 354 that: "we find that the complaint does not disclose the commission of any offence on the part of the respondents under Section 420, Indian Penal Code. There is nothing in the complaint to show that the respondents had dishonest or fraudulent intention at the time the appellant parted with Rs. 35,000. There is nothing in the complaint to show that the respondents had dishonest or fraudulent intention at the time the appellant parted with Rs. 35,000. There is also nothing to indicate that,the respondents induced the appellant to pay them Rs. 35,000 by deceiving him. It is further not the case of the appellant that a representation was made by the respondents to him at or before the time he paid the money to them and that at the time representation was made, the respondents know the same to be false. The fact that the respondents subsequently did not abide by their commitment that they would show the appellant to be the proprietor of Drang Transport Corporation and would also render accounts to him in the month of December might create civil liability for them, but this facts would not be sufficient to fasten criminal liability on the respondents for the offence of cheating. " 5. These observations show that where the allegations simply disclose a civil liability and do not constitute any offence, the persons complained against cannot be proceeded against and be held criminally liable. In Makhlal Raj v. Emperor, (1926) 27 Cr LJ 949 (Patna), it has been held that where a sum of money is advanced as part of a contract and not by way of trust, a dispute arising out of a breach of the contract is one of a civil nature and no criminal action lies. 6. In view of the observations made in these cases it is clear that if the allegations made in the complaint do not make out a prima facie case and the dispute between the parties arising out of the contract is of civil nature and no criminal liability is disclosed, the criminal proceedings on the basis of such a complaint cannot be allowed to continue otherwise it would be an abuse cf the process of the Court. 7. In the present case though Sections 405, 406 and 409 I. P. C. have been given in the complaint, it may be mentioned that Section 405, I. P. C. defines criminal breach of trust and does not lay down any offence. It is Section 406, I. P. C. which makes the criminal breach of trust punishable and if this criminal breach of trust is committed by a public servant or a banker, merchant, broker attorney or agent etc. It is Section 406, I. P. C. which makes the criminal breach of trust punishable and if this criminal breach of trust is committed by a public servant or a banker, merchant, broker attorney or agent etc. then it is punishable under Sec tion 409, I. P. C. As observed in Mukhlal Rai v. Emperor, (1926) 27 Cr LJ 949 (Patna), where a sum of money is advanced as part of a contract, it is not by way of trust. In the present case the security deposit was made in pursuance of the contract and it was not given by way of trust. The return of consignments and claim of refund of the price of the consignments returned also do not create any trust about their price. Thus, no offence of criminal breach of trust can be said to have been committed in the present case. It may also be mentioned here that apart from creation of trust by entrustment there should be dishonest misappropriation or conversion to his own use of the property or the money. In the present case, there is no allegation in the complaint that there has been dishonest misappropriation or conversion of the goods or money, Mere non-refund of the security deposit or non- replacements of goods when a dispute has arisen about the goods supplied cannot necessarily lead to the inference that it amounts to dishonest misappropriation or conversion to own use. There is no clear case in the complaint what kind of obligation was created in respect of the money and goods and how tfiey have been dealt with contrary to the terms of the obligation. It may also be added that every breach of trust unless there is mens rea or criminal intention. Thus if their is no case of mens rea or criminal intention the prosecution for criminal breach of trust cannot be justified. Thus, the complaint does not contain necessary facts constitutirg the offence of criminal breach of trust punishable under Sections 406 and 409, I. P. C. 8. The learned counsel for the complainant opposite party in order to show that his complaint contains necessary ingredients for the offence under Sections 406 and 409, I. P. C. referred to Yaswantrai Manilal Aklianey v. State of Bombay, AIR 1956 Supreme Court 575. The learned counsel for the complainant opposite party in order to show that his complaint contains necessary ingredients for the offence under Sections 406 and 409, I. P. C. referred to Yaswantrai Manilal Aklianey v. State of Bombay, AIR 1956 Supreme Court 575. It has been held in this case that if the Managing Director of a Bank entrusted with securities owned the pledger disposes of these securities, against the stipulated terms of the contract entered into by the parties with the intention of causing loss to the pledger and wrongful gain to the bank there can be no question but that the Managing Director has necessary mens rea required by Section 405, I. P. C. These observations do not help the learned counsel for complainant opposite party much. The reason is that this case is distinguishable on facts from the present case. Moreover, in the present case there is no allegation that the security deposit has not been refunded and the goods have not been replaced with object to cause wrongful gain to the accused and wrongful loss to the complainant and, thus, the requisite mens rea is present in the case. In this case also it was observed if there is no mens rea or if other essential ingredients of an offence are lacking, the same facts may not sustain a criminal prosecution, though a civil action may lie. These observations instead of helping the learned counsel for the complainant opposite party help the petitioners to a great extent. The reason is that there also necessary allega tions to constitute the offence under Sections 406 and 409, I. P. C. are wanting and, thus, on the basis of such a complaint it cannot be held that there is a prima facie case against the accused for the aforesaid offences. The conten tion of the learned counsel for the complainant opposite party no. 1 cannot, therefore, be accepted. 9. After having carefully considered all the aspects of the matter, I am of the opinion that this petition must be allowed. 10. The petition is accordingly allowed and the criminal proceedings initiated on the basis of the complaint are quashed. Petition allowed. .