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2026 (4) TMI 602
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....and another' Order dated 21.04.2016, passed by the Judicial Magistrate First Class, Hoshiarpur. CRM-M-32836-2018 titled as 'Ranju Dhingra Vs. M/s Vardhman Yarns and Threads Ltd.' Complaint No.264 dated 12.05.2016 titled as 'M/s Vardhman Yarns and Threads Ltd. Vs. Ravi Dhingra and another' Order dated 04.06.2016, passed by the Judicial Magistrate First Class, Hoshiarpur. CRM-M-32906-2018 titled as 'Ranju Dhingra Vs. M/s Vardhman Yarns and Threads Ltd.' Complaint No.171 dated 28.03.2016 titled as 'M/s Vardhman Yarns and Threads Ltd. Vs. Ravi Dhingra and another' Order dated 28.03.2016, passed by the Judicial Magistrate First Class, Hoshiarpur. CRM-M-16473-2018 titled as 'Ranju Dhingra Vs. M/s Vardhman Yarns and Threads Ltd.' Complaint No.284 dated 30.05.2016 titled as 'M/s Vardhman Yarns and Threads Ltd. Vs. Ravi Dhingra and another' Order dated 07.10.2016, passed by the Judicial Magistrate First Class, Hoshiarpur. 3 The facts, for the facility of reference are, however, being succinctly adverted to from CRM-M-17998-2018 titled as 'Ranju Dhingra Vs. M/s Vardhman Yarns and Threads Limited.' 4 The complaint under Section....
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....istic entity i.e. M/s Orient Clothing Company Private Limited and that the juristic entity has not been impleaded as a respondent-accused in the complaint instituted under Section 138 of the Negotiable Instruments Act, 1881. He, however, contends that the failure to implead the juristic entity should not, by itself, act as a bar from initiating proceedings for enforcement of its rights against the juristic entity. 10 I have heard the learned counsel appearing for the respective parties and have gone through the documents appended along with the present petition. 11 Before proceeding further in the matter, it would be apposite to extract the memo of parties in the complaint that had been instituted by the respondent-complainant. The same is extracted as under:- "Vardhman Yarns and Threads Limited, Regd. Office Vardhman Premises, Chandigarh Road, Ludhiana and Works Office at Phagwara Road, Hoshiarpur, through M.S Boora Vice President (PR and HR) an authorized representative of the company. ...Complainant Versus 1. Sh. Ravi Dhingra (Managing Director) 2.. Ranju Dhingra (Director) authorized signatories of Orient Clothing Company Pvt. Ltd ....
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....both: Provided that nothing contained in this section shall apply unless- (a) the cheque has been presented to the bank within a period of six months from the date on which it is drawn or within the period of its validity, whichever is earlier; (b) the payee or the holder in due course of the cheque, as the case may be, makes a demand for the payment of the said amount of money by giving a notice; in writing, to the drawer of the cheque, 5 [within thirty days] of the receipt of information by him from the bank regarding the return of the cheque as unpaid; and (c) the drawer of such cheque fails to make the payment of the said amount of money to the payee or, as the case may be, to the holder in due course of the cheque, within fifteen days of the receipt of the said notice. Explanation.-For the purposes of this section, "debt of other liability" means a legally enforceable debt or other liability. xxx xxx xxx 141. Offences by companies.-(1) If the person committing an offence under section 138 is a company, every person who, at the time the offence was committed, was in charge of, and was responsible to, the company for....
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.... falls on the drawer company and extends to its officers only when conditions incorporated in Section 141 of the Negotiable Instruments Act, 1881 are satisfied for maintaining prosecution. 18 Further, the aforesaid position in law stands reiterated by the Supreme Court in the matter of Bijoy Kumar Moni Versus Paresh Manna and Another, reported as 2024 SCC OnLine SC 3833. The relevant paragraphs are extracted as under: - "50. A catena of decisions of this Court have settled the position of law that in case of a cheque issued on behalf of a company by its authorised signatory, prosecution cannot proceed against the such authorised signatory or other postholders of the company as described under Section 141 of the NI Act, unless the company who is the drawer of the cheque is arraigned as an accused in the complaint case filed before the magistrate. Further, vicarious liability can only be affixed against the directors, authorised signatories, etc. of the company after the company is held liable for the commission of offence under Section 138. xxx xxx xxx 55. ..............The only way by which the accused could be held liable was under Section 141 of the ....
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....phasis supplied) 56. As specified in paragraph 59 of the aforesaid decision, the only exception to the general rule as laid above is embodied in the doctrine of lex non cogit ad impossibilia which means that the law doesn't compel the impossible. Thus, it is only in those cases where the impleadment of the company is not possible due to some legal impediment that this general rule can be exempted. In the facts on hand, it cannot be said that there was any legal difficulty in impleading Shilabati Hospital Pvt. Ltd. as an accused in the complaint case filed by the complainant. Thus, even the benefit of the exception cannot be extended to the complainant in the present case. xxx xxx xxx 59. In Aneeta Hada (supra), this Court fortified the view that criminal liability on account of dishonor of cheque primarily falls on the drawer company and then extends to its officers only when the conditions incorporated in Section 141 of the NI Act are satisfied. While explaining the import of the words "as well as the company" occurring in the provision, the Court observed that the commission of an offence by the company is an express condition precedent and only whe....
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....elow: "13. In the present case, the High Court by the impugned judgment dated 13-8-2007 [Visionaries Media Network v. Star India (P) Ltd., Criminal Misc. Case No. 2380 of 2004, decided on 13-8-2007 (Del)] held that the complaint against Respondent 2 Company was not maintainable and quashed the summons issued by the trial court against Respondent 2 Company. Thereby, the Company being not a party to the proceedings under Section 138 read with Section 141 of the Act and in view of the fact that part of the judgment referred to by the High Court in Anil Hada [Anil Hada v. Indian Acrylic Ltd., (2000) 1 SCC 1 : 2001 SCC (Cri) 174] has been overruled by a three-Judge Bench of this Court in Aneeta Hada [Aneeta Hada v. Godfather Travels and Tours (P) Ltd., (2012) 5 SCC 661 : (2012) 3 SCC (Civ) 350 : (2012) 3 SCC (Cri) 241], we have no other option but to set aside the rest part of the impugned judgment [Visionaries Media Network v. Star India (P) Ltd., Criminal Misc. Case No. 2380 of 2004, decided on 13-8-2007 (Del)] whereby the High Court held that the proceedings against the appellant can be continued even in absence of the Company. We, accordingly, set aside that part of the imp....