TMI Blog2023 (11) TMI 1119X X X X Extracts X X X X X X X X Extracts X X X X ..... rson deemed to be guilty of offence have role in the conduct of the business and in charge of the company - As far as the instant case, the cheque is for the discharge of the loan advanced to the company for its business purpose. The petitioner had stood guarantee for the loan advanced. She cannot deny knowledge of the borrowing or issuance of cheque just because she is not the signatory of the subject cheque. This Criminal Original Petition is dismissed. - THE HONOURABLE DR. JUSTICE G. JAYACHANDRAN For the Petitioner :Mr.AR.M.Arunachalam ORDER The petitioner herein is arrayed as the third accused in C.C.No.10799 of 2018 (on the file of Metropolitan Magistrate cum Fast Track Court No.III, Saidapet, Chennai), in a priva ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pany liable and for action. 4. In support of the petition, the learned counsel for the petitioner rely upon the judgments of the Hon'ble Supreme Court, to buttress his argument that in the absence of specific averment that the petitioner as a Director was in-charge of the company and responsible for the conduct of the business of the company as found in Section 141(1) of the Negotiable Instruments Act, 1881, the complaint is liable to be quashed as against this petitioner. 5. Heard the learned counsel appearing for the petitioner. Complaint and the judgments cited perused. 6. In the complaint at paragraph (3), how the liability occurred is narrated. The complainant is a banking institution. The first accused is the Company whic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nder Devidasani v. State of Maharashtra) 10. In other words, the law laid down by this Court is that for making a Director of a Company liable for the offences committed by the Company under Section 141 of the Act, there must be specific averments against the Director showing as to how and in what manner the Director was responsible for the conduct of the business of the Company. 11. Turning to the case on hand, admittedly the cheques dated 28-12-2004 were issued while the appellant was Director of the Company with validity for a period of six months but during that period they were not presented for realisation at the bank. The appellant has resigned as Director w.e.f. 2-1-2006 and the fact of his resignation has been furnished ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... eld as below:- 17. The ratio of all these cases is that the complainant is required to state in the complaint how a Director who is sought to be made an accused, was in charge of the business of the company or responsible for the conduct of the company's business. Every Director need not be and is not in charge of the business of the company. If that is the position with regard to a Director, it is needless to emphasise that in the case of non-Director officers, it is all the more necessary to state what were his duties and responsibilities in the conduct of business of the company and how and in what manner he is responsible or liable. 20. The legal position which emerges from a series of judgments is clear and consistent th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tors were in charge of, and were responsible for the conduct of the Company. The appellants are neither the signatories to the cheques nor are whole-time Directors. The decision in S.P. Mani Mohan Dairy v. Snehalatha Elangovan will have no application as in the present case, the statutory notice was admittedly not served to the accused. Obviously, the High Court has not adverted to aforesaid two glaring deficiencies in the complaint. 10. The dictum laid in the above cases which are cited by the learned counsel for the petitioner, on applying to the facts of the instant case, this Court finds that unlike in the cases cited, in the case in hand, the complaint clearly states that the money was borrowed for the business of the first acc ..... X X X X Extracts X X X X X X X X Extracts X X X X
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