TaxTMI 
TaxTMI 
2025 (8) TMI 796
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....ve been filed seeking quashing of the proceedings in CC No. 2052/2020 and Summoning Order dated 06.02.2020/09.03.2021 passed by then Ld. M.M. for offences under Sections 138/141 of Negotiable Instruments Act, 1881, against the Petitioners, Mrs. Nishrin Saifudin Akolawala and Mr. Juzer Bharmal. 2. Briefly stated, the Complainant/ M/s Savitri Telecom Services is a registered Partnership Firm engaged in business of marketing, manufacturing, installing, renting and servicing instrument & accessories related to electrical, telecommunication, electronics, RF, fiber optics, networking, CATV, DATACOM, security, IT Industries. 3. Accused Company/ M/s Lookman Electroplast Industries Ltd. has been engaged by Bharat Electronics Limited for undert....
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....ayment of 25% advance would be cleared, the Complainant delivered the products with Invoice on 22.07.2019. After many reminders for making payment, the Accused made payment of Rs. 50,00,000/- by way of RTGS on 29.07.2019. 7. Thereafter, the Complainant presented the second Cheque No. 266726 in the sum of Rs. 4,82,23,744/-, but the same was returned with remarks "payment stopped by drawer." The Complainant sought intervention of BEL in getting the due amount. Accused sent a mail to the Complainant on 24.09.2019 to inform that the delivery of the ICCC software of Qognify, has been accepted on 23.09.2019 and would send a new PDC within 60 days. Accordingly, the new PDC bearing no. 267113 for Rs. 7,08,72,023/- was issued by the Accused on 30....
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....lly claimed that the Purchase Order dated 21.05.2019 is signed by Mrs. Sridevi Rao, General Manager as the Authorized Signatory of the Accused No. 1 Company, who had also signed the impugned Cheque as the Authorized signatory, and he has no role in the business transactions of the Accused Company. 14. Thus, it is prayed that the impugned proceedings under S.138 NI Act qua the Petitioners is liable to be quashed along with the Summoning Orders dated 06.02.2020/09.03.2021. 15. The Respondent in its Reply in both the Petitions has denied all the averments made by the Petitioners. It is asserted that the Petitioners are Directors of the Accused Company. The Respondent had served 5 separate Legal Notices all dated 17.12.2019, to the five A....
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....perused. 20. The Respondent/Complainant in the Complaint under S.138 NI Act has made the averments that being the Directors in Accused No. 1 Company and being involved in its day-to-day affairs, the Petitioners are responsible for the acts of the Accused Company. However, it is not mere designation which makes an accused vicariously liable for the acts of the Company; rather it is their role and their involvement in the day-to-day affairs of the Company which is determinative of their liability. 21. The principles for making the person vicariously liable for the affairs of the Company were stated by the Supreme Court in Aneeta Hada vs. M/s Godfather Travels & Tours Pvt. Ltd., AIR 2012 SC 2795. After referring to judgments in Iridium I....
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....e time the Offence was committed, the person accused was in charge of and responsible for the conduct of the business of the Company. It was held that a Director would not be liable simply because they are holding that position. It needs to be shown that the Director being made liable, should be in charge of and responsible for the conduct of the business of the Company at the time of committing the offence. Further, that the persons holding the office of "Managing Director" or "Joint Managing Director", by virtue of the very nature of their role, renders them in charge of and responsible for the conduct of the business of the Company and liable under Section 141. Similar observations were made by the Apex Court in Sunita Palita vs. M/s Pan....
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....affairs of the Accused Company, cannot be accepted. 31. Thus, the Legal notice describing him as the Director coupled with the emails, prima facie show his involvement in the affairs of the accused Company and he has been rightly summoned vide the impugned Order. CRL.M.C.3452/2021: Nishrin 32. Nishrin, has been described as the Director of the accused. Her role can be deciphered from the Legal Notice dated 17.12.2019 which reads as under: - "That You, the noticee, is a director of Lookman Electroplast Industries Limited ("Company"), a Company registered under the Companies Act; 1956, and having its registered office at Old No. 8 & 9, New No. 15, 2nd Street Extension, 3rd Main Road, CIT Nagar, Nandanam, Chennai, Tamil Nadu ....