2019 (2) TMI 1280 - HC - Indian Laws

Acknowledgement of a specified liability - payments to the plaintiff of the amount received by the defendant from NEC - defendant relies on the rate agreed by the parties in the MoU while the petitioner relies on the rate of 5% which the petitioner claims has been continuously followed in the transactions subsequent the MoU - defendant had indeed agreed on 95% of the bill amount from the plaintiff and had therefore admitted to 5% commission in relation to the RA bills enumerated in the email - HELD THAT - A party by way of a clear acceptance of responsibility towards an act which that party has made voluntarily and with an intention to have a binding effect on its future course of action. The complex calculations put forth by the plaintiff and the consequent struggle to simplify arithmetics would itself caste a spanner in pronouncing judgment of an ascertained amount. Inviting the court to decipher the Forms 26AS and number-crunch on the amounts mentioned therein is itself a roadblock to pronouncing judgment of an ascertained sum of money. In the present facts, having regard to the discussions under the individual heads of the documents relied upon by counsel for the plaintiff for a judgment on admissions, it cannot be said that either the TDS certificates or the e-mail dated 19th February, 2016 or even the working notes constitute admissions which are clear, unambiguous and free from giving any scope to the defendant to explain or account for the same. It cannot be said that the documents relied upon by counsel clearly and unequivocally demonstrate that the defendant had admitted (by such documents) that it was ready to agree on a commission of 5% for the entire transaction or had agreed to alter the 12.50% commission in clauses (f) and (g) of the MOU dated 26th March, 2013, in respect of the entire transaction between the plaintiff and the defendant. At this point in time, this court cannot place any weightage on the significance of a possible counter claim to be filed by the defendant or of the alleged breaches on the part of the plaintiff. As pointed out that since the e-mail dated 19th February, 2016 and the working notes show that the defendant had indeed agreed on 95% of the bill amount from the plaintiff and had therefore admitted to 5% commission in relation to the RA bills enumerated in the email, the plaintiff would be entitled to claim 95% of the bill amount in respect of the RA bills disclosed by the parties being series 32-39 and be entitled to a decree of the total amount of these RA bills keeping aside 5% of the amount raised in each of these bills as the defendant s commission. There will accordingly be a decree in favour of the plaintiff to the extent of the total amount of the RA bills as indicated above less 5% on each of the bills.

Summary

Issues Involved:
1. Whether the defendant admitted to owing the plaintiff the amount claimed.
2. The applicable rate of commission to be deducted by the defendant.
3. The evidentiary value of TDS certificates and email communications.
4. The applicability of Order XII Rule 6 of the Code of Civil Procedure, 1908 for judgment on admissions.

Detailed Analysis:

1. Admission of Amount Owed:
The plaintiff sought a decree for ?16,51,85,702/- based on admissions allegedly made by the defendant. The plaintiff argued that the defendant had deducted a 5% commission on payments, contrary to the 12.50% margin stipulated in the MoU. The defendant had made substantial payments amounting to approximately ?79 crores but disputed the remaining balance claimed by the plaintiff.

2. Applicable Rate of Commission:
The dispute centered on the rate of commission to be deducted by the defendant. The MoU specified a 12.50% margin, but the plaintiff claimed the parties had subsequently agreed to a 5% rate. The plaintiff relied on various documents, including TDS certificates and email communications, to support this claim. The defendant, however, maintained that the agreed rate was 6%, as indicated in their email response.

3. Evidentiary Value of TDS Certificates and Emails:
The plaintiff argued that TDS certificates and email communications constituted admissions of liability by the defendant. The court examined the legal precedents on the evidentiary value of TDS certificates. It was noted that while TDS certificates indicate a jural relationship, they do not necessarily constitute an acknowledgment of a specific liability. The court cited decisions from various High Courts, including the Bombay and Delhi High Courts, which held that TDS certificates primarily acknowledge the deduction of tax at source and do not amount to an admission of liability.

4. Applicability of Order XII Rule 6 CPC:
Order XII Rule 6 of the CPC allows for a judgment based on admissions. The court emphasized that such admissions must be clear, unambiguous, and unequivocal. The court referred to the Supreme Court's decision in Himani Alloys Limited vs. Tata Steel Limited, which stated that an admission should be a conscious and deliberate act, showing an intention to be bound by it. The court also considered the decision in IDBI Trusteeship Services Limited vs. Hubtown Limited, which outlined the parameters for granting interlocutory decrees.

Judgment:
The court concluded that the documents relied upon by the plaintiff, including TDS certificates and email communications, did not constitute clear, unambiguous admissions of liability by the defendant. The court noted that the complex calculations and the need to interpret the documents indicated that the admissions were not unequivocal. Consequently, the court did not grant a judgment on the entire amount claimed by the plaintiff.

However, the court acknowledged that the defendant had admitted to a 5% commission for certain RA bills (32-39) through email communications and working notes. Therefore, the court decreed in favor of the plaintiff for the total amount of these RA bills, less 5% commission.

Conclusion:
The application for judgment on admissions was partly allowed. The plaintiff was granted a decree for the total amount of RA bills 32-39, less a 5% commission. The court did not award costs and directed that urgent certified copies of the judgment be provided upon compliance with requisite formalities.