Judgment :- ORDER 1. Crl.O.P. No. 8374 of 2005 is filed against C.C. No. 11565 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 2. Crl.O.P. No. 8375 of 2005 is filed against C.C. No. 11566 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 3. Crl.O.P. No. 8376 of 2005 is filed against C.C. No. 11746 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 4. Crl.O.P. No. 8377 of 2005 is filed against C.C.No. 11747 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 5. Crl.O.P. No. 8378 of 2005 is filed against C.C. No. 12098 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 6. Crl.O.P. No. 8379 of 2005 is filed against C.C. No. 12099 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 7. Crl.O.P.No.8380 of 2005 is filed against C.C. No. 12100 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 8. Crl.O.P. No. 8381 of 2005 is filed against C.C. No. 12101 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 9. Crl.O.P. No. 8382 of 2005 is filed against C.C. No. 12102 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 10. Crl.O.P. No. 8383 of 2005 is filed against C.C. No. 12103 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 11. Crl.O.P. No. 8384 of 2005 is filed against C.C.No.12104 of 2003 pending on the file of the learned XV Metropolitan Magistrate, George Town, Chennai. 12. All the aforesaid cases have been instituted against the petitioners for an offence under Section 138 r/w Section 142 of the Negotiable Instruments Act. The third accused in C.C. No. 12101 and 12098 of 2003 is the petitioner in Crl.O.P. Nos. 8381 and 8378 of 2005 respectively. The third, fifth and seventh accused in C.C. Nos. 12102, 12103, 12104, 11565, 11566, 11746, 11747, 12099 and 12100 of 2003 are the petitioners in Crl.O.P. Nos. 8374 to 8377, 8379, 8380, 8382, 8383 and 8384/2005. 13. The third accused in C.C. No. 12101 and 12098 of 2003 is the petitioner in Crl.O.P. Nos. 8381 and 8378 of 2005 respectively. The third, fifth and seventh accused in C.C. Nos. 12102, 12103, 12104, 11565, 11566, 11746, 11747, 12099 and 12100 of 2003 are the petitioners in Crl.O.P. Nos. 8374 to 8377, 8379, 8380, 8382, 8383 and 8384/2005. 13. All of them have been arraigned as accused in the respective cases filed under Section 138 r/w Section 142 of the Negotiable Instruments Act, alleging in the respective complaints that they have been in charge of and responsible for the conduct of the business of the company. There is also an averment to the effect in the complaint that the accused herein, who challenged the prosecution launched by the complainant, did actively participate in the deliberations to settle the issue of payment of bill amount and they also assured for settlement. 14. Statutory notices, after return of the cheques on presentation, were issued on 15.10.2003 as far as C. C. Nos. 11565, 11566, 11746 and 11747 of 2003 are concerned, on 22.10.2003 as far as C.C. Nos. 12098 and 12101 of 2003 are concerned, on 31.10.2003 as far as C.C. Nos. 12099, 12102, 12103 and 12104 of 2003 are concerned and on 28.10.2003 as far as C.C.No.12100 is concerned. 15. It is alleged that the reply notices in all the matters were received by the complainant as on 24.11.2003. The complaints in C.C. Nos. 11565, 11566, 11746 and 11747 of 2003 were filed on 21.11.2003 itself and the sworn statements of the complainant in those cases were recorded on 26.11.2003. As regards the complaints in C.C. Nos. 12098 and 12101 of 2003 are concerned, the complaints were filed on 10.12.2003 and the sworn statements of the complainant were recorded on 12.12.2003. The complaints in C.C. Nos. 12099, 12100, 12102, 12103 and 12104 of 2003 were filed on 3.12.2003 and the sworn statements of the complainant were recorded on 12.12.2003. 16. Learned Senior Counsel appearing for the advocate on record for the petitioners/accused would submit that the respondent/complainant purposely omitted to refer to the reply notices received as early as on 24.11.2003 in the complaints and also in his sworn statements. 16. Learned Senior Counsel appearing for the advocate on record for the petitioners/accused would submit that the respondent/complainant purposely omitted to refer to the reply notices received as early as on 24.11.2003 in the complaints and also in his sworn statements. Had the copies of the reply notices received by the respondent/complainant been produced for the careful consideration of the learned Judicial Magistrate, he would have applied his mind with regard to the contention of the petitioners found in the reply notices and would have chosen to reject the complaints in limine. The petitioners have lost that opportunity when the reply notices sent by them were not produced before the learned Judicial Magistrate. It was further argued that the facts which reflect the responsibility of the directors in the affairs of the company, have not been spoken to in the complaints as mandated by the Hon'ble Supreme Court of India. Therefore, the complaints are not at all sustainable and the same will have to be quashed, it is submitted. 17. Learned counsel for the respondent would submit in reply that the complaints in C.C. No. 11565, 11566, 11746 and 11747 of 2003 have been filed on 21.11.2003 itself even before the reply notices were alleged to have been received on behalf of the de facto complainant. Further, he would submit that the reply notices have been addressed to the erstwhile counsel engaged by the de facto complainant for the purpose of issuing notices, but the complainant has engaged another counsel to file the complaint. It is his further submission that the signatures of the erstwhile advocate on the acknowledgements do not tally with the admitted signatures of the erstwhile advocate who issued notices on behalf of the de facto complainant. 18. Learned counsel for the respondent/complainant would argue that there is a specific averment that the directors of the company were in charge of and responsible for the conduct of business of the company. Further their participation in the efforts to settle the matter was also spoken to in the complaints. 19. It is alleged by the petitioners that the respondent has received the reply notices issued by the petitioners through their counsel as early as on 24.11.2003, but such reply notices were not referred to either in the complaints or in the sworn statements given by the complainant. 19. It is alleged by the petitioners that the respondent has received the reply notices issued by the petitioners through their counsel as early as on 24.11.2003, but such reply notices were not referred to either in the complaints or in the sworn statements given by the complainant. It is submitted that the reply notices have been received by the counsel for the respondent. It is a fact that the respondent has chosen to engage a different counsel to prosecute the criminal proceedings launched against the petitioners and others for the offence under Section 138 r/w Section 142 of the Negotiable Instruments Act. The signatures found on the acknowledgements are also seriously disputed by the learned counsel for the respondent. The complaints in C.C. Nos. 11565, 11566, 11746 and 11747 of 2003 have been filed on 21.11.2003 itself even before the alleged date of receipt of the reply notices sent by the petitioners. 20. The factual aspect as to whether the erstwhile advocate referred to by the complainant received the reply notices on behalf of the de facto complainant, whether the reply notices were handed over to the complainant by the erstwhile advocate before filing the complaints and whether the complainant purposely burked the reply notices while filing the complaints will have to be agitated by the respective parties before the Trial Court. 21. The learned Judicial Magistrate de hors the reply notices would have prima facie come to a conclusion that there is sufficient ground for proceeding. It is a far fetched an argument that had the reply notices brought to the notice of the learned Judicial Magistrate, he would have formed the opinion that there was lack of sufficient grounds to proceed against the petitioners. 22. It is held in Bank of India and another v. Avinash D. Mandivikar and others, 2005 (7) SCC 690 , that he who comes to the Court with false claims cannot plead equity or invoke sympathy, nor would the Court be justified to exercise equity jurisdiction in his favour. 23. Here in this case, the respondent has taken a stand that he has not received the reply notices from the petitioners and others. In fact, in some of the cases, he had not received the same at the time of filing the complaints. Further, he does not seek any equity before this Court. 23. Here in this case, the respondent has taken a stand that he has not received the reply notices from the petitioners and others. In fact, in some of the cases, he had not received the same at the time of filing the complaints. Further, he does not seek any equity before this Court. He has to establish his case before the Court to the hilt to invite an order of conviction. 24. When the learned Judicial Magistrate failed to take note of the period of limitation adumbrated under Section 468 of the Code of Criminal Procedure where a case was filed for the offence under Section 418 of the Indian Penal Code after a lapse of about six long years, the Hon'ble Supreme Court of India has observed in Zandu Pharmaceutical Works Ltd. and others v. Mohd. Sharaful Haque and another, 2005 (1) SCC 122 , that the learned Judicial Magistrate should not have taken cognizance of the offence. Further, it has been observed therein that the complainant also had not come to Court with clean hands. The above case referred to by the learned Senior Counsel for the advocate on record for the petitioners does not apply to the facts and circumstances of these cases. 25. Whether sufficient materials were produced before the learned Judicial Magistrate to form an opinion that there is sufficient ground for proceeding will have to be seen. Except the reply notices alleged to have been received by the erstwhile advocate of the complainant all other documents have been produced before the learned Judicial Magistrate and he, having perused those documents in the light of the sworn statements, has come to a conclusion that there is sufficient ground for proceeding against the petitioners and others. In the above facts and circumstances the lack of reference as to the receipt of the reply notices, in the complaint is not at all considered to be a sufficient ground for quashing the proceedings. 26. Coming to the next plea of the petitioners, it is found on a perusal of the complaint chat there is sufficient averment that the petitioners along with others were in charge of and responsible for the conduct of the business of the company. Further, it has been alleged in the complaint that the petitioners herein actively participated in the deliberations set in motion for settling the issue of payment of bill amount. 27. Further, it has been alleged in the complaint that the petitioners herein actively participated in the deliberations set in motion for settling the issue of payment of bill amount. 27. The Hon'ble Supreme Court in S.M.S. Pharmaceuticals Ltd. v. Neeta Bhalla and another, 2005 (5) CTC 65 : 2005 (4) Crimes 34 (SC), has categorically held that- "The answer to question posed in sub-para (b) has to be in negative. Merely being a director of a company is not sufficient to make the person liable under Section 141 of the Act. A director in a company cannot be deemed to be in charge of and responsible to the company for the conduct of its business. The requirement of Section 141 is that the person sought to be made liable should be in charge of and responsible for the conduct of the business of the company at the relevant time. This has to be averred as a fact as there is no deemed liability of a director in such cases." The above ratio stipulates that there should be a specific averment in the complaint that the persons sought to be made liable was in charge of and responsible for the conduct of the business of the company at the relevant point of time, as the directors in a company cannot be deemed to be in charge of and responsible to the company for the conduct of its business. It is not necessary that the complainant should plead each and every nature of activities which were In charge of and under the responsibility of the directors. The part played by the directors have been stated and the specific averment to comply with the requirements of Section 141 of the Negotiable Instruments Act as mandated by the Hon'ble Supreme Court of India was also made in the complaint. 28. The Hon'ble Supreme Court in S.A. Nanjundewara v. M/s. Varlak Agrotech Pvt. Ltd, 2001 (3) CTC 378, has held that "The High Court can be justified in quashing the proceedings only if it comes to the conclusion that even the statements taken on the face value do not make out any offence." 29. In a latest case in S. V. Muzumdar and others v. Gujarat State Fertilizers Co. Ltd. and another, 2005 (3) CTC 380, the Hon'ble Supreme Court has held as follows: "8. In a latest case in S. V. Muzumdar and others v. Gujarat State Fertilizers Co. Ltd. and another, 2005 (3) CTC 380, the Hon'ble Supreme Court has held as follows: "8. We find that the prayers before the Courts below essentially were to drop the proceedings on the ground that the allegations would not constitute a foundation for action in terms of Section 141 of the Act. These questions have to be adjudicated at the trial. Whether a person is in charge of or is responsible to the company for conduct of the business is to be adjudicated on the basis of materials to be placed by the parties. Sub-section (2) of Section 141 is a deeming provision which as noted supra operates in certain specified circumstances. Whether the requirements for the application of the deeming provision exist or not is again a matter for adjudication during trial. Similarly, whether the allegations contained are sufficient to attract culpability is a matter for adjudication at the trial.” 30. Therefore as per the above ratio, the question as to whether a person was in charge of and was responsible to the company for the conduct of the business at the relevant paint of time is to be adjudicated during the course of trial, based on the materials placed before the Trial Court by the parties. Further, the complaint which makes out an offence cannot be quashed. 31. In the above facts and circumstances, it is held that the petitioners cannot sustain the petition seeking quashment of the criminal proceedings for offences under Section 138 r/w Section 142 of the Negotiable Instruments Act for the simple reason that the reply notices were not referred to in the complaints and that there is bereft of details of activities which reflect the responsibility of the directors in the conduct of business of the company, cannot be sustained. 32. In the result, the Court is disinclined to quash the criminal Proceedings in C.C. Nos. 11565, 11566, 11746, 11747, 12098, 12099, 12100, 12101 12102, 12103 and 12104 of 2003 on the file of the learned XV Metropolitan Magistrate, George Town, Chennai, as sought for by the petitioners and consequently, the Criminal Original petition Nos. 8374 to 8384 of 2005 stand dismissed. The connected Criminal Miscellaneous Petitions are also dismissed.