TaxTMI 
TaxTMI 
TaxTMI 
2025 (9) TMI 325
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....No. 2/M/s Whitefox India, through its partner Respondent No. 3/Arun Jain, entered into an Investment Agreement dated 26.06.2018 ("Investment Agreement") with Respondent No. 1/M/s Innocept Global for raising the funds required for the event. 3. Respondent No. 1 was required to invest Rs. 4,00,00,000/- of which only Rs. 3,00,00,000/- were invested, and the same were given in the following manner: i. Rs. 1,00,00,000/- paid on 17.05.2018 by way of RTGS. ii. Rs. 50,00,000/- paid on 14.06.2018 by way of RTGS. iii. Rs. 37,50,000/- paid on 10.08.2018 through NEFT. iv. Rs. 62,50,000/- in cash. 4. Respondent No. 2 made all the necessary arrangements for the Music Concert. While discussions and negotiations were underway with Audrey Drake Graham, he withdrew from the Concert at the last moment. 5. Respondent No. 1/Complainant invoked Clause 10.1 of the Investment Agreement vide email dated 06.02.2019, and requested for cancellation and refund of the investment amount of INR 3,00,00,000/- along with a 12% interest. 6. Accordingly, Respondent No. 1 and Respondent No. 2 (through Respondent No. 3) entered into an Addendum dated 19.03.2019 ("the adde....
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....ompany/Firm. 12. It is further submitted that the Petitioner has been summoned without considering the pertinent fact that the Respondent No. 1 had made no specific allegations against the Petitioner herein and not filed this Case under Section 141 NI Act. In order to hold the Petitioner liable, the Respondent No. 1 is obligated to make specific averments/allegations against the Petitioner. Therefore, the Case is illegal and untenable qua the Petitioner. 13. Respondent No. 1 has dragged the Petitioner in the Criminal Complaint only to put pressure on the other Respondents and to extort more monies. In this regard, reliance is placed on Monaben Ketanbhai Shah v. State of Gujarat, (2004) 7 SCC 15. 14. Reliance in this regard has been placed on National Small Industries vs. Harmeet Singh Paintal & Anr, 2010 (3) SCC 330, Dilip Hariramani vs. Bank of Baroda, Criminal Appeal No. 767 of 2022 dated 09.05.2022, Jawala Devi Enterprises vs. Fadi El Jaouni, 2018 SCC Online Del 10030 and Fadi El Jaouni vs Gian Chand Garg, (Crl. M.C No. 334 of 2016). 15. In any case, the Respondent No. 1 and Respondent No. 2 (through its partner Respondent No. 3) have already entered into a Settlemen....
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....n bound by its terms or that the Complaint stands settled in its terms. 24. Pertinently, in the Order dated 11.03.2024 the Ld. Trial Court has directed both the parties to explore the possibility of Settlement and to remain present in the Court. It was further noted that the parties had shown an intent to compound the case and had requested that the matter be referred to Mediation Centre. Learned MM directed to explore the possibility of settlement vide Order dated 11.03.2024. Accordingly, they were directed to appear before the Mediation Centre on 20.04.2024. Even though the parties were referred to Mediation Centre, but there is nothing on record to show that the parties ever arrived at the Mediation Centre. 25. Thereafter, the Ld. M.M. has framed Notice under S.251Cr.P.C. against Respondent No. 3/Arjun Jain, on 18.12.2024. The learned MM taking note of the fact that a huge amount of Rs. 3 crores was involved in the matter, directed that no further adjournment shall be given to the Petitioner/Chahat Jain, who was directed to remain present for framing of Notice on the next date i.e. 05.03.2025. 26. Thereafter, the present Petition has been filed and the Petitioner was ex....
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.... within the Settlement Agreement, it is withdrawing himself from prosecution, the matter has to be compounded. 31. In regard to the compounding of Complaint Cases under Section 138 of N.I. Act, reference be also made to the observations of the Apex Court in Gimpex Private Limited vs. Manoj Goel, (2022) 11 SCC 705 wherein it was observed that once parties have been voluntarily entered into an Agreement and agreed to abide by the consequences of non-compliance of the Settlement Agreement, they cannot be allowed to reverse the effects of the Agreement by pursuing both the original Complaint and the subsequent Complaint arising from such non-compliance. The Settlement Agreement subsumes the original Complaint. 32. It is, therefore, evident that for the Settlement to be binding between the parties to consequently result in disposal of the Complaint under Section 138 NI Act on account of compounding, there are specific requirements of statements to be recorded that they shall abide by the Settlement and the corresponding order of the Court accepting the terms of Settlement and compounding the offence under Section 138 NI Act. 33. In the present case as has already been noted abo....
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....nnivance, or is attributable to the neglect on the part of a director, manager, secretary, or other officer of the company." 39. In terms of S. 141 NI Act, principle of vicariously liable is mutatis mutandis is equally applicable to the partners of the Firm. 40. The Petitioner/Chahat Jain has nowhere denied that she is not a partner in Respondent No. 2/M/s Whitefox India, the partnership Firm wherein Respondent No. 3/Arjun Jain is the second partner. 41. Partnership Act provides that every partner has a right to take part in the conduct and business of a partnership firm and is bound to attend the duties diligently for the conduct of the business of the firm. Section 18 provides that a partner is an agent of the Firm for the purpose of business of the firm. Section 22 prescribes that in order to bind a Firm, an act or instrument done or executed by a partner or other person on behalf of the firm shall be done or executed in the name of the firm, or in any other manner expressing or implying an intention to bind the firm which would mean that every partner is bound by it. Section 25 prescribes that every partner is liable, jointly with all the other partners and also severa....