TaxTMI 
TaxTMI 
2017 (3) TMI 1852
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....Accused No. 4). Thereafter, the petitioner, vide letter dated 04.03.2010, tendered resignation as Executive Director (Sales), which was accepted by the Board of Directors and Company and the petitioner ceased to be a Executive Director with effect from 05.03.2010. Meanwhile, an agreement was executed between the respondent No. 2 and M/s. Wetell Everest Cap Solution Pvt. Ltd. on 22.07.2009, in pursuant to which, the respondent No. 2 invested Rs. 2,00,000/- in the said company with a return on investment of Rs. 6,000/- per month for the next 36 months and pay back of principal amount at the end of 36th Months was agreed upon in the said agreement. 2.2 It is further stated that as stated by the respondent No. 2 in his complaint of Criminal Case No. 926/2011, the breach of contract was committed by not adhering to the terms and conditions agreed upon and not paying the return on investment. Having committed breach of contract, respondent No. 2 called upon the original accused to end the agreement and demanded all the dues. Thus, the accused No. 4 regretted the same and assured to fulfill the conditions of the agreement, but failed to do so. Thereafter, respondent No. 2 called off the ....
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....s of the company. That, he was not concerned with the day to day activities of the Company during all these times, as he ceases to be a Director from 5th March, 2010 with effect from 14th April, 2010. That, the offence was allegedly committed under Section 138 of the Negotiable Instruments Act on 28th December, 2010, i.e. after 8 months of the resignation of the petitioner. As the petitioner was neither a Director nor an employee, nor in any way concerned with affairs of Wetell Everest Cap Solutions Pvt. Ltd., and hence, there is no question of vicarious liability of the petitioner. That, no liability has been assigned upon the petitioner in the impugned complaint in Criminal Case No. 926/2011. That, there is no specific allegation against the petitioner for holding him liable for the offence, as alleged in the complaint. That, he has wrongly been involved in the present transaction, making him part of said offence. That, no case is made out against the present petitioner for the offence punishable under section 138 of the Negotiable Instruments Act, as he has not issued the impugned cheque towards any legally enforceable debt, or in discharge of any other liability. That, no ingre....
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....in "2008 (0) GLHEL-SC 42012", holding that effect of delay in presentation of form No. 32 before the Registrar of Companies is essentially a matter of trial. That, whether the petitioner intimated the Company and whether there was any resolution accepting the resignation of the petitioner are matters, in respect of which, evidence had to be led. That, question of resigning from the Directorship of the company cannot be decided in the present petition filed under Section 482 of the Code of Criminal Procedure, as it is a pure question of fact, which is required to be adjudicated by the learned trial Court and this Court cannot take evidence summarily, which ought to be led elaborately before the trial Court. That, the case of the respondent No. 2 is squarely covered by a decision of Hon'ble Supreme Court rendered in the case of Malwa Cotton and Spinning Mills Limited Vs. Virsa Singh Sidhu and Others reported in " 2008 (0) GLHEL-SC 42012". In this case, it was held by the Hon'ble Supreme Court that when fact of resignation and its correctness have been disputed and not accepted by the respondent No. 2-complainant thus, quashing of proceedings would be improper. Hence, it was r....
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....irector. As per the Board resolution, it was resolved that the Company had received the resignation of Satish Menon from the post of Executive Director (Sales)/Director of Wetell Everest Cap Solutions Limited vide resignation letter dated 4th March, 2010 and it was resolved by the Company, after due deliberation at the Board meeting that it was accepted with effect from 5th March, 2010. The respondent No. 2 has challenged the aforesaid resolution passed by the Company stating that the petitioner is continued as a Director in the Company and no such letter was received by him from the company, as alleged that the petitioner had resigned from the post. It is further contended by the respondent No. 2 that Company had never informed him about receiving of any letter from the petitioner resigning from the Company. Therefore, the question of resignation from the Directorship of the Company cannot be decided in the present petition filed under Section 482 of the Code, because it is a question of fact, which is required to be adjudicated by the trial court. It is also pertinent to note that being a Director, the petitioner was obliged to present and forward the Form No. 32 to the Registrar....