ORDER
T. Ch. Surya Rao, J.
1. Since the parties are the same and as common question of law has arisen for consideration in all these Criminal Revision Cases, they can be disposed of together.
2. The petitioner is the accused in as many as 14 cases filed against him by the 1st respondent herein under Section 138 of the Negotiable Instruments Act mentioning inter alia that during the course of business transaction between the complainant and the accused took milk products from the complainant on credit basis on different occasions and in discharge of the legally enforceable debt the accused issued different cheques to the complainant on different dates and that when those cheques having been presented for encashment with the banker were dishonoured and that even when the requisite legal notices were issued to the accused within the stipulated time demanding payment, he having been received those notices failed to pay the amounts covered by those cheques and thereby committed the
offences punishable under Section 138 of the N.I. Act.
3. Pursuant to summons issued by the Court after taking cognizance, the accused appeared in all those cases. He then filed separate petitions in each case under Section 204 of the Code of Criminal Procedure seeking to discharge him. Inter alia in those petitions initially he had taken objections that the complaints, having been filed by the company through its Manager, who has not been properly authorised to represent the said company, which is a proprietary concern, were not maintainable. Another objection taken was that M/s. Suruchi Milk Products Private Limited was having alleged transactions with the complainant and without impleading the said company he was impleaded in his individual capacity as an accused which was not proper. The twin objections taken by him while seeking to discharge have not been found favour with by the Court below which dismissed eventually all those petitions after enquiry. The petitioner is now assailing those orders before this Court in these revision cases.
4. The only contention raised by Mr. A. Ramnarayana, the learned Counsel appearing for the petitioner, before me was that there was no proper authorisation given to the Manager and the complainant being a proprietary concern should have been filed by the proprietor himself in his individual capacity but not through the agent and therefore, the complaints having not been filed properly are liable to be dismissed. The learned Counsel seeks to draw a distinction between a body corporate like a company or an association of individuals with that of a proprietary concern and seeks to contend that in respect of a proprietary concern the complaint should be filed always by the person who is the proprietor of the concern, since it was not a body corporate. On this slender point, all these cases hinge upon.
5. The Code has not envisaged any procedure as to who shall present the complaint when the complainant is a body corporate, regardless of the fact that it is a proprietary concern or a body consisting of individuals like a company, firm, or other association of individuals, The body corporate is a juristic person, there shall be a corporeal person to present the complaint before a Court of law, who will be the de facto complainant. The learned Counsel appearing for the revision petitioners at this juncture seeks to distinguish a proprietary concern qua a company or a firm or other group of individuals. The learned Counsel contends that in the case of proprietary concern except the name of the concern, it is nothing but an individual, who is the proprietor thereof, who will be carrying on the business and, therefore, he shall be the proper person to file the complaint. I am afraid, I cannot accede to the said contention of the learned Counsel.
6. Although the Code is silent in this regard, Order XXX of the C.P.C. contemplates the procedure in respect of the suits by or against the firms and persons carrying on business in names other than on their own. If the suit were to be filed by the partners of a firm, they can sue in the name of a firm and similarly they can also be sued in the name of the firm, Rule 1 of Order XXX of the C.P.C. deals with the same. Rule 10 thereof, however, envisages the situation where a single person caries on business in a name or style other than his own name, in other words, a proprietary concern. Even in such cases, as per the said Rules, he can sue or be sued in the name of the concern as if it were a firm. It is obvious from a perusal of the provisions of Order XXX of the C.P.C. that the procedure is the same to be followed in respect of a company or a firm or a group of individuals or a proprietary concern. There is no reason as to why the same analogy cannot be drawn herein the absence of a specified provision in the Code.
7. As can be seen from the description of the complainant as given in the complaint, the complainant is M/s. Jagadamba Enterprises, the name of the business concern under which the proprietor thereof has been carrying on business. When under civil law the person, who is individually carrying on business in a name other than on his own, can sue or be sued in the name of the concern, I see no reason as to why a different procedure is to be followed in a criminal complaint. Obviously, M/s. Jagadamba Enterprises is a body corporate and, therefore, it is a juristic person. It shall be represented by a corporeal person. So when M/s. Jagadamba Enterprises is the de jure complainant, there shall be a de facto complainant to represent the same before a Court of Law. That de facto complainant may be either the proprietor thereof or any other person who has been authorised specifically in regard thereto. For the foregoing reasons, the contention of the learned Counsel appearing for the revision petitioner cannot be countenanced.
8. Apropos the second contention that the Manager who has been authorised here by means of an authorisation letter is not competent to represent the Firm, the learned Counsel again seeks to draw the distinction between a power of attorney whereunder an agent is duly authorised and a mere authorisation letter. In the former case, there is no difficulty, as rightly conceded by the learned Counsel, that the law is now settled that the agent having been authorised under a power of attorney can represent the concern. His serious objection is only as regards the latter category of cases where an authorisation letter has been executed. The position is no more res integra in view of the latest judgment of the Apex Court in MMTC Limited v. Medchal Chemicals and Pharma Private Limited, IV (2001) CCR 316 (SC)=VIII (2001) SLT 83 (SC)=I (2002) BC 280 (SC)=2001 AIR SCW 4793.
The Apex Court held as mentioned hereunder :
“If any special statute prescribes offences and makes any special provision for taking cognizance of such offences under the statute, then the complaint requesting the Magistrate to take cognizance of the offence must satisfy the eligibility criterion prescribed by the statute. The only eligibility criterion prescribed by Section 142 is that the complaint under Section 138 must be by the payee or the holder in due course of the said cheque. This criterion is satisfied as the complaint is in the name and on behalf of the appellant company who is the payee of the cheque. Merely because complaint is signed and presented by a person, who is neither an authorised agent nor a person empowered under the Articles of Association or by any resolution of the Board to do so is no ground to quash the complaint. It is open to the dejure complainant company to seek permission of the Court for sending any other person to represent the company in the Court, Thus, even presuming, that initially there was no authority, still the company can, at any stage, rectify that defect. At a subsequent stage the company can send a person who is competent to represent the company.”
9. In view of the authoritative pronouncement of the Apex Court excerpted hereinabove, the contention of the learned Counsel for the petitioner merits no consideration. But then, the learned Counsel seeks to distinguish the judgment on facts on the premise the judgment pertains to a Company or group of individuals unlike in the instant case where it is a proprietary concern. At page 4797 in middle of para 12, the Apex Couri extracted the relevant observations made by it in an earlier judgment in Associated Cement Co. Ltd. v. Keshvanand, , as excerpted hereunder:
“It is held that when the complainant is a body corporate it is the dejure complainant,
and it must necessarily associate a human being as de facto complainant to represent the former in Court proceedings.”
10. Undoubtedly, as can be seen from the description of the complainant in the complaint, it is M/s. Jagadamba Enterprises, which is no doubt a proprietary concern and therefore is a juristic person. This being a body corporate, it shall have to necessarily be represented by a corporeal person. In that view of the mater, I see no merits in the contentions raised by the learned Counsel. The legal position is now settled in view of the judgment of the Apex Court referred to supra that a person can represent the corporate even on an authorisation letter and it does not require any supporting resolution to be passed by the concern. Therefore, there is no substance in the contentions raised in this batch of cases.
11. For the foregoing reasons, these revision cases fail and are accordingly dismissed.