Case Law Details
Smt. Dharna Goyal @ Dharna Garg Vs Aryan Infratech Pvt. Ltd. (Delhi High Court)
Perusal of the complaint shows that the allegation of issuing the cheque is against accused No.1 from the account maintained by accused No. 1 and allegations of signing are against accused No. 2, as authorized signatory of accused No.1. The allegation against accused No. 5, who is the Petitioner herein, is that an assurance was given to the complainant that the cheque shall be honoured on presentation. Petitioner is stated to be the CEO of accused No.1 Company and the wife of accused No.2. It is averred that the cheque was issued with her consent and knowledge and she attended meetings with the official of the complainant and responsible for the business of the Company. What is significant is that in the entire complaint there is not even a whisper of the alleged transaction, pursuant to which the cheque was allegedly issued in favour of the complainant. All that is mentioned is ‘towards the discharge of part of legal debts/liability’ cheque was issued. There are no specific allegations or averments against the Petitioner regarding her alleged role either in the transaction or in the conduct of business of the Company. It is settled that mere designation of an officer in a Company is not enough to make the officer vicariously liable. The absence of an averment as to the transaction / specific role of the Petitioner, in my opinion, is fatal to the case of the complainant. The most important factor that goes in favour of the Petitioner is that she had resigned from the Company w.e.f. 15.06.2016, which was before the cheque in question was even issued. Form No.DIR-11 placed on record substantiates the stand of the Petitioner. The authenticity of the Form is undisputed as the Respondent has failed to contest the matter, despite service, besides the fact that this is a public document.
It is relevant to note at this stage that it is not the case of the complainant that even after resigning as a CEO of accused No. 1 the Petitioner continued to be associated with the Company or was occupying any such position which made her in-charge and responsible for the conduct of its business. Vicarious liability has been imputed to the Petitioner solely on account of her being the CEO of accused No. 1. It is also not the case of the complainant that the cheque in question was dishonoured or the notice of demand was not complied with due to connivance of or with the consent of the Petitioner. The complainant has also not averred that even after resigning as CEO the Petitioner was in a position to have given instructions to the officers of the Company who were in-charge of the affairs of the Company, to ensure that the cheque when presented for encashment should be honoured. Therefore, the Petitioner is not even covered under Sub-Section (2) of Section 141 of the NIA.
For all the aforesaid reasons the summoning order dated 28.11.2016 along with the complaint bearing CC No. 6573/2017 filed under Sections 138/141/142 of the NIA by the Respondent against the Petitioner pending before the Trial Court are quashed. Consequently, all proceedings emanating therefrom including the order dated 04.12.2019 passed by the Special Judge in Criminal Revision bearing CR No. 114/2019 are also quashed against the Petitioner.
FULL TEXT OF THE HIGH COURT ORDER /JUDGEMENT
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