https://www.taxtmi.com/caselaws?id=782674 Novation under Section 62 of the Indian Contract Act requires a clear, concluded substitution of the original contract by a new agreement; a mere proposal to restructure debt, subject to approval and payment of dues, does not by itself extinguish the existing legally enforceable liability. In that situation, the debt continues and dishonour complaints under Section 138 of the Negotiable Instruments Act remain maintainable. For vicarious liability under Section 141, the complaint must contain specific averments that the accused directors were in charge of and responsible for the company's business at the relevant time. Directors with pleaded involvement, including cheque-signing role, may be proceeded against, while a non-executive director lacking such averments is not similarly liable. en-us Thu, 27 Nov 2025 00:00:00 +0530 Mon, 01 Dec 2025 15:12:12 +0530 TaxTMI RSS Generator https://www.taxtmi.com/caselaws?id=782674 Novation under Section 62 of the Indian Contract Act requires a clear, concluded substitution of the original contract by a new agreement; a mere proposal to restructure debt, subject to approval and payment of dues, does not by itself extinguish the existing legally enforceable liability. In that situation, the debt continues and dishonour complaints under Section 138 of the Negotiable Instruments Act remain maintainable. For vicarious liability under Section 141, the complaint must contain specific averments that the accused directors were in charge of and responsible for the company's business at the relevant time. Directors with pleaded involvement, including cheque-signing role, may be proceeded against, while a non-executive director lacking such averments is not similarly liable. Case-Laws Indian Laws Thu, 27 Nov 2025 00:00:00 +0530 https://www.taxtmi.com/caselaws?id=782674