1 IN THE HIGH COURT OF BOMBAY AT GOA PANAJI APPELLATE SIDE CRIMINAL REVISION APPLICATION NO. 13 OF 2008 Shri Dinesh Anant Rane ..Applicant versus Shri Sadanand P. Nachinolkar ..Respondent WITH CRIMINAL REVISION APPLICATION NO. 14 OF 2008 Mrs. Ujwala Dinesh Rane ..Applicant versus Shri Sadanand P. Nachinolkar ..Respondent Mr. S. G. Bhobe, Advocate for the Applicant. Mr. S. Singbal, Advocate for the Respondent. CORAM : S. A. BOBDE, J. DATE : 10 th April, 2008. P.C. : 1. Heard. 2. In Criminal Revision Application No. 13 of 2008 the husband alone is the applicant and in Criminal Revision Application No. 14 of 2008 wife alone is the applicant. 2 3. These Criminal Revision Applications are filed against concurrent findings of the trial court and the appellate court that the applicants are guilty of an offence under Section 138 of the Negotiable Instruments Act and are therefore liable to pay compensation of Rs.30,00,000/- (Rupees Thirty Lakhs) to the complainant. There is a clear finding in this regard that the applicant in Criminal Revision Application is the Chairman and Managing Director of Accused No.10 Company and is also the Authorised Signatory for all transactions as such he is incharge of the business of the company. There is also no dispute about the fact that at the relevant time he was a Managing Director. It is obvious in that capacity he was incharge of the affairs of the Company. The Courts below have therefore sentenced him to undergo simple imprisonment for six months. In addition, the courts have directed the applicants to jointly and severally pay compensation of Rs.30,00,000/- (Rupees Thirty Lakhs) and in default directed the applicant in Criminal Revision Application No. 13 of 2008 only to undergo further simple imprisonment for six months. The applicant i.e. the wife in Criminal Revision Application No. 14 of 2008 has not been sentenced to undergo any imprisonment having regard to the fact that she is not a signatory to the cheque. 3 4. There is no merit in the contention on behalf of the applicant in Criminal Revision Application No.13 of 2008 that it has not been established that he was in charge of and responsible to the Company at the relevant time. Section 141 of the Negotiable Instruments Act, reads as follows: “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 the conduct of the business of the company, as well as the company, shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly. Provided that nothing contained in this sub-section shall render any person liable to punishment if he proves that the offence was committed without his knowledge, or that he had exercised all due diligence to prevent the commission of such offence: 2[ Provided further that where a person is nominated as a Director of a company by virtue of his holding any offence or employment in the Central Government or State Government or the State Government, as the case may be, he shall not be liable for prosecution under this Chapter.] (2) Notwithstanding anything contained in sub-section (1), where any offence under this Act has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or is attributable to, any 4 neglect on the part of, any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer shall also be deemed to be guilty of that offence and shall be liable to be proceeded against and punished accordingly.” 5. Though it was argued by the learned counsel for the applicants that there are no averment as required by Section 141 of the Negotiable Instruments Act, there is no merit in this contention. Paragraph 15 of the complaint, reads as follows: “I say and submit that the Accused 1 to 9 are Directors on the Board of the Company and in charge and responsible for the conduct of the business of the Accused No.10 Company are liable to be proceeded against for the offence committed by them under Section 138 read with Section 141 of the Negotiable Instruments Act.” There is no merit in the contention that merely because the words “at the time the offence was committed” are absent in the averments above, the averments are not sufficient. A reading of the complaint and the said averment makes it clear that the complainant has alleged that the accused were in charge and responsible for the conduct of the business of the Company, and, therefore they are guilty of the offence committed by them. The offence referred to in the complaint as committed by them is the issue of the cheque which was dishonoured. It is therefore 5 clear that the averments that the accused were incharge and responsible for the conduct of the business of the Company are with reference to the time when the offence was committed i.e. at the relevant time. 6. The learned counsel for the applicants, replied on Judgment of the Supreme Court in (2001) 10 SCC 218 [K.P.G. Nair vs. Jindal Menthol India Ltd.], where the Supreme Court observed that the words of Section 141 (1) need not be incorporated in a complaint as magic words but that substance of the allegations read as a whole should answer and fulfil the requirements of the ingredients of the said provision (for being proceeded against for an offence which he is alleged to have committed). As observed above, the averments are such that the ingredients of Section 141 are complied with and therefore the Judgment in K.P.G. Nair's case has no application. 7. Learned counsel for the applicants also relied on Judgment of the Single Bench of this Court in 2007 ALL MR (Cri) 3314 Skyline Aquatech Exports Ltd. & Ors. vs. M/s. Sachima Agro Industries Pvt. Ltd., where this Court took the view that vicarious liability of Directors of the company can be inferred if the requisite statements are made so as to make the accused 6 vicariously liable. There is no doubt about this proposition of law. In the facts of the case, as observed above, I am of the view that there is sufficient compliance with the requirement of Section 141 of the Act and therefore there is no merit in the Criminal Revision Applications. The Judgment does not suffer from any error of law or improprietary which requires interference in the Revisional Jurisdiction of this Court.. In this view of the matter, no merit in these Criminal Revision Applications, which are dismissed. S. A. BOBDE, J. skc