9911796707
|
Home
Forgot password New User/ Regiser ⇒ Register to get Live Demo
2014 (7) TMI 545 - SC - Companies LawDishonour of cheques - prosecution of directors - complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 - Held that - for maintaining the prosecution under Section 141 of the Act, arraigning of a company as an accused is imperative. The other categories of offenders can only be brought in the drag-net on the touchstone of vicarious liability as the same has been stipulated in the provision itself. - Decision in Aneeta Hada v. Godfather Travels and Tours Pvt. Ltd. 2012 (5) TMI 83 - SUPREME COURT OF INDIA followed. The High Court by impugned judgment dated 13th August, 2007 held that the complaint against respondent no.2-Company was not maintainable and quashed the summon issued by the Trial Court against respondent no.2-Company. Thereby, the Company being not a party to the proceedings under Section 138 read with Section 141 of the Act and in view of the fact that part of the judgment referred to by the High Court in Anil Hada 1999 (11) TMI 808 - SUPREME COURT OF INDIA has been overruled by three Judge Bench of this Court in Aneeta Hada, we have no other option but to set aside the rest part of the impugned judgment whereby the High Court held that the proceedings against the appellant can be continued even in absence of the Company. - Decided in favor of appellant.
Issues Involved:
1. Whether the complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 was barred by limitation. 2. Whether the proceedings against the appellant could continue in the absence of the company being impleaded. 3. Interpretation of Section 138 and Section 141 of the Negotiable Instruments Act, 1881 regarding vicarious liability. Detailed Analysis: 1. Barred by Limitation: The High Court of Delhi held that the complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 was barred by limitation against the respondent no.2-Company. The cheques issued by the Company were dishonored, and the initial notice was served on 14.01.2004. The High Court concluded that the first notice constituted a valid notice under Section 138 of the Act, rendering the subsequent notice and complaint invalid against the Company. Therefore, the summon order against the Company was quashed. 2. Proceedings Against the Appellant: The High Court, however, maintained that the proceedings against the appellant (Managing Director) could continue even if the Company was not impleaded. The High Court relied on the decision in Anil Hada v. Indian Acrylic Ltd., (2000) 1 SCC 1, which allowed proceedings against directors in the absence of the company being prosecuted. The High Court reasoned that the first notice was not addressed to the appellant, and the second notice, which was addressed to the appellant, was issued within the time frame, making the complaint maintainable against the appellant. 3. Interpretation of Section 138 and Section 141: Section 138 of the Act deals with the dishonor of cheques due to insufficiency of funds. It stipulates conditions under which a person shall be deemed to have committed an offense. Section 141 extends the liability to individuals responsible for the conduct of the business of the company at the time the offense was committed. The Supreme Court revisited the interpretation of these sections. It referred to the decision in Anil Hada, which allowed prosecution of individuals without the company being prosecuted, but this was partially overruled by a three-judge bench in Aneeta Hada v. Godfather Travels and Tours Pvt. Ltd., (2012) 5 SCC 661. The latter judgment emphasized that for maintaining prosecution under Section 141, arraigning the company as an accused is imperative. The vicarious liability of other individuals can only be invoked if the company is also prosecuted. Conclusion: The Supreme Court concluded that the High Court's judgment, which allowed proceedings against the appellant in the absence of the Company, was incorrect. The Court held that the prosecution of the company is a sine qua non for proceeding against individuals under Section 141. Since the Company was not a party to the proceedings, the continuation of proceedings against the appellant was not permissible. Consequently, the Supreme Court set aside the High Court's judgment regarding the appellant and quashed the summon and proceedings against the appellant. Final Judgment: The appeal was allowed, and the impugned judgment dated 13th August 2007, insofar as it related to the appellant, was set aside. The summons and proceedings pursuant to complaint case No.698 of 2001 against the appellant were quashed.
|
