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2014 DIGILAW 1971 (BOM)

Girish Jaggal v. Mallikarjun Shipping Pvt Ltd.

2014-09-10

U.V.BAKRE

body2014
Judgment : 1. Heard Mr. Vales, learned Counsel appearing on behalf of the petitioners in both the petitions and Mr. Ramani, learned Counsel appearing on behalf of the respondent in both the petitions. 2. This common Judgment shall dispose of both the above petitions as the parties, facts and law involved in both are the same though the cheques are different. 3. By these writ petitions, the petitioners have taken exception to the order dated 07/01/2013 passed by the Judicial Magistrate, First Class at Mapusa (trial Judge), separately, in Criminal Case No. 119/OA/NI/12/B and Criminal Case No. 126/OA/NIA/2012/C, thereby directing issuance of process against the petitioners under Section 138 of the Negotiable Instruments Act, 1881 (the Act, for short) and the order dated 18/10/2013 passed by the learned Additional Sessions Judge, Margao (Appellate Judge, for short), separately, in Criminal Revision Application No. 85/2013 and in Criminal Revision Application No. 74/2013. The petitioners have prayed for quashing of the complaints dated 09/11/2013 and 04/12/2012 filed by the respondent under Section 138 of the Act. 4. The petitioners are the accused and the respondent is the complainant, in each case. Parties shall, hereinafter, be referred to as per their status in the said Criminal Cases. 5. The complainant has filed the said complaints under Section 138 of the Act against the accused alleging as follows: The complainant had agreed to purchase iron ore fines of 70000 MT +/-10% from the accused and both the parties had signed and executed various contracts upon the terms mutually agreed upon between them, after making advance payment of Rs.6,39,00,000/-for the supply of iron ore fines. The accused no. 1, however, conveyed his inability to supply the balance quantity of iron ore fines to the complainant on 28/01/2012, whereupon the complainant made claim for demurrage and other charges to the extent of Rs.6,05,15,020/-. The accused no. 1 vide letter dated 24/02/2012 signed by the accused no. 2, upon negotiations on the total sum due and payable to the complainant agreed to pay a total sum of Rs. 3,50,00,000/-as accepted sum due and payable to the complainant. The accused no. 2 signed and executed the declaration-cum-undertaking dated 24/02/2012 for self and proprietor of the accused no. 1. The accused issued four cheques to the complainant namely cheque No.317005 dated 02/03/2012 for Rs. 75,00,000/-; cheque No. 317001 dated 27/02/2012 for Rs.1,60,00,000/-; cheque no. 317002 dated 27/02/2012 for Rs. 3,50,00,000/-as accepted sum due and payable to the complainant. The accused no. 2 signed and executed the declaration-cum-undertaking dated 24/02/2012 for self and proprietor of the accused no. 1. The accused issued four cheques to the complainant namely cheque No.317005 dated 02/03/2012 for Rs. 75,00,000/-; cheque No. 317001 dated 27/02/2012 for Rs.1,60,00,000/-; cheque no. 317002 dated 27/02/2012 for Rs. 40,00,000/-; and cheque No. 317006 dated 25/03/2012 for Rs. 75,00,000/-. When the said cheques were presented for collection by the complainant to its banker being H.D.F.C. Bank, Vasco-da-Gama Branch, the same were returned unpaid due to insufficiency of funds in the Bank account of the accused. The complainant, then, issued legal notices to the accused persons dated 24/09/2012 and 15/10/2012. The notice dated 24/09/2012 was refused by the accused and returned to the complainant, whereas the notice dated 15/10/2012 was returned with endorsements 'Intimated' or 'Not claimed return to sender'. Hence, the complaints. The three cheques bearing Nos. 317005 dated 02/03/2012 for Rs. 75,00,000/-; 317001 dated 27/02/2012 for Rs. 1,60,00,000/-; 317002 dated 27/02/2012 for Rs. 40,00,000/-are subject matter of Criminal Case No.119/OA/NI/12/B whereas the cheque No. 317006 dated 25/03/2012 for Rs.75,00,000/-is subject matter of Criminal Case No. 126/OA/NIA/12/C. 6. The complainant in each case examined Shri Bhushan Honavarkar, the duly authorized representative of the complainant, under Section 200 of Criminal Procedure Code (Cr.P.C.). He produced his affidavit-in-evidence, extract true copy of minutes of meeting in which resolution dated 27/10/2012 was taken, original letter dated 24/02/2012, original declaration-cum-undertaking dated 24/02/2012, the cheque return memos and the copy of the legal notices dated 24/09/2012 and 15/10/2012 along with envelopes and A.D. Cards. Upon perusal of the complaints, the statements under Section 200 of Cr.P.C. and the documents produced, the learned trial Judge held that the requirements under Section 138 read with Section 141 of the Act were complied with and prima facie case was made out against the accused, in both the cases. The trial Judge, thus, ordered issuance of process against the accused persons for offence punishable under Section 138 of the Act, in both the cases. 7. The accused persons filed Criminal Revision Applications No. 85/2013 and 74 of 2013 against the order dated 07/01/2013 passed by the trial Judge, in each case. Vide orders 18/10/2013, the said Criminal Revision Applications were dismissed by the Appellate Judge against which orders, the present writ petitions have been filed. 8. Mr. 7. The accused persons filed Criminal Revision Applications No. 85/2013 and 74 of 2013 against the order dated 07/01/2013 passed by the trial Judge, in each case. Vide orders 18/10/2013, the said Criminal Revision Applications were dismissed by the Appellate Judge against which orders, the present writ petitions have been filed. 8. Mr. Vales, learned Counsel for the accused submitted that the complaints have been signed by Shri Bhushan Honavarkar, who has been named as authorized signatory but no original resolution appointing said Bhushan Honavarkar as authorized signatory was produced by the complainant. He pointed out that a copy of the extract of the minutes of the meeting dated 27/10/2012 signed by some director has been produced. He further submitted that the name of said director is not known and even his authority is also not known. Learned Counsel pointed out that in the said extract, said Shri Bhushan Honavarkar has been named as Attorney. The learned Counsel submitted that since there is no averment in the complaint explicitly asserting the knowledge of the Attorney regarding the transaction stated in the complaint, he could not have verified the complaint. He submitted that a copy of the extract of the Minutes is not admissible in evidence. He submitted that a complaint without authority to file it is not maintainable. Learned Counsel urged that if there are defects in the complaint, the Magistrate has no powers to return the complaint and complainant in such cases has to suffer. He, therefore, submitted that no case was made out for issuing process and, therefore, the impugned orders are bound to be quashed and set aside. 9. Learned Counsel for the accused relied upon the following authorities: (a) “A. C. Narayanan Vs. State of Maharashtra and another”, [2013(6) Bom. C. R. 424]. (b) “Vinayagam and others Vs. Dr. Subhash Chandran and etc.”, [2000 Cri. L. J. 1579]. (c) “M/s. Swastik Coaters Pvt. Ltd. Vs. M/s. Deepak Brothers and others” [1997 CRI. L. J. 1942], (d) “State Bank of Travancor Vs. Kingston Computer India Pvt. Ltd.”, [(2011) 11 SC 524], (e) “Central Bureau Of Investigation, Luknow, U.P. Vs. Indra Bhushan Singh & Ors.“, [2014 STPL (Web) 346 SC]. (f) “The Sangli Bank Ltd. Vs. Kanishka Investments Pvt. Ltd. & Ors.” [1999 (1) Bom. C.R. 660]. (g) “Pepsi Foods Ltd. And Anr. Vs. Special Judicial Magistrate And Ors.”, [ (1998) 5 SCC 749 ]. 10. Indra Bhushan Singh & Ors.“, [2014 STPL (Web) 346 SC]. (f) “The Sangli Bank Ltd. Vs. Kanishka Investments Pvt. Ltd. & Ors.” [1999 (1) Bom. C.R. 660]. (g) “Pepsi Foods Ltd. And Anr. Vs. Special Judicial Magistrate And Ors.”, [ (1998) 5 SCC 749 ]. 10. On the other hand, Mr. Ramani, learned Counsel appearing on behalf of the complainant, submitted that for issuance of process, the ingredients of Section 138 of the Act are to be made out and in the present cases the same were duly made out. He submitted that neither in the revision applications before the Appellate Court nor in the writ petitions before this Court no ground has been taken by the accused to the effect that the Attorney had no knowledge of the transaction alleged in the complaints. He submitted that insofar as the authority of the deponent Shri Bhushan Honavarkar is concerned, the copy of the extract of the minutes of the meeting, in which the resolution was passed authorizing him as Attorney, was duly produced and the original can be produced during the evidence. The learned Counsel pointed out that the said Attorney has not filed any complaint in his name and the complainant is the Company. The learned Counsel relied upon the case of “M/s. MMTC Ltd. And another Vs. M/s. Medchl Chemicals and Pharma (P) Ltd and another”, [ AIR 2002 SC 182 ] and submitted that even if it is taken for granted that initially there was no authority to the person, still Company can at any stage rectify the defect and at the subsequent stage send a person, who is competent to represent the Company. He submitted that the complaint cannot be quashed on this ground. He further submitted that this judgment has not been overruled by the three Judge Bench of the Supreme Court in the case of “A. C. Narayanan” (supra). He, therefore, urged that there is absolutely no substance in the present petitions and prayed that the petitions be dismissed. 11. I have gone through the entire material on record and I have considered the submissions made by the learned Counsel for both the parties. 12. In the case of “Indra Bhushan Singh & Ors” (supra), a complaint was filed by the Deputy Registrar (Administration), Luknow Bench of the Allahabad High Court, in the Court of the Special Judicial Magistrate (CBI) in Luknow, against Dr. 12. In the case of “Indra Bhushan Singh & Ors” (supra), a complaint was filed by the Deputy Registrar (Administration), Luknow Bench of the Allahabad High Court, in the Court of the Special Judicial Magistrate (CBI) in Luknow, against Dr. Rahul Verma and Indra Bhushan Singh, under the provisions of Section 195(1)(b)(i) and Section 195 (1)(b)(iii) of Cr.P.C. The complaint, as originally filed on 26/08/1991, did not mention that the said Deputy Registrar had the authority to file it on behalf of the Allahabad High Court. But a paragraph was subsequently inserted in the complaint to the effect that the Deputy Registrar had the authority to file the complaint on behalf of the Luknow Bench of the Allahabad High Court. However, upon notice being issued by the Hon’ble Supreme Court, an affidavit was filed by Officer-On-Special Duty (Litigation), High Court, Allahabad, stating that no authorization was given by the High Court for filing the complaint dated 26/08/1991 before the Special Judicial Magistrate, C.B.I., Luknow, by the Deputy Registrar (Administration). In the circumstances above, it was held that the complaint was filed without any authority and hence the Magistrate could not have taken cognizance of it. The Criminal Appeals in the case supra were against the final Judgments. In the case of “Vinayagam and others” (supra), the Madras High Court has held that the Magistrate has no power to return the complaint for defects and that if there are defects in the complaint, the complainant has to suffer. It is observed that it is for the complainant to produce a defect-less complaint. If because of such defects, such as non-mentioning of age and names of the father, etc., the identity of the accused person becomes suspicious and is not established properly, then, the complainant must suffer for his defective complaint, but, under no circumstances, could the Magistrate return the complaint, particularly after the Court- seal has been put on the complaint and the court fees/stamps have been cancelled, then, the complaint becomes Court property. In the case of “Sangli Bank Ltd” (supra), a suit was filed by a Banking Company and it was challenged on the ground that the plaint was not signed by duly authorized person. There was evidence that the officer of the Bank was authorized by resolution of Board of Directors and Power of Attorney was signed by two Directors in his favour. There was evidence that the officer of the Bank was authorized by resolution of Board of Directors and Power of Attorney was signed by two Directors in his favour. It was held that the resolution was not a public document and hence, certified copy of the same was not admissible in evidence. It was held that when the defendants specifically challenged the authority of Mr. Joshi to sign the complaint and of Mr. Redij to verify the complaint, it was incumbent on the plaintiff to prove each fact in this regard separately, independently and also in legally permissible manner. The Judgment in the case supra was a final Judgment in a Suit. In the case “M/s. Swastik Coaters Pvt. Ltd.” (supra), the contention was raised on behalf of the accused that the complaint as filed by the Director of the Company was not maintainable. As per the cheque, the drawee was the Company itself and it was the Company who was holder in due course and the cause of action had necessarily arisen in favour of the Company. It was held that the Director of the Company cannot be said to be a holder in due course since the Company by itself is a legal person. It was observed that one of the Directors can present a complaint if there is a proper authorization in favour of the said Director and such authorization can also be conferred by the Memorandum of Association or Articles of Association. The Judgment in the case supra was against the final Judgment and Order of the Metropolitan Magistrate in C.C. No. 409/1992. In the case of “State Bank of Travancor” (supra), the Hon'ble Apex Court held that the suit filed by a person not duly authorized by Company is not maintainable. It was held that letter of authority issued by R in his capacity as Chief Executive Officer of the Company was nothing but a scrap of paper as no resolution was passed by the Board of Directors delegating its powers to R to authorize any person to file suit on behalf of the Company. The above Judgment was against the final Judgment of the Division Bench of the Delhi High Court in an appeal preferred against the final Judgment of the trial Court. The above Judgment was against the final Judgment of the Division Bench of the Delhi High Court in an appeal preferred against the final Judgment of the trial Court. In the case of “Pepsi Foods Ltd” (supra), it has been held that the Magistrate can discharge the accused at any stage of the trial if he considers the charge to be groundless, but that does not mean that the accused cannot approach the High Court under Section 482 of the Code or Article 227 of the Constitution to have the proceedings quashed against him when the complaint does not make out any case against him. In the present cases before this Court, the stage is of issuance of process. 13. In the present cases, the complaints have been filed by the complainant–Company i.e. Shri Mallikarjun Shipping Private Ltd and not by the Attorney. The complaints read with the documents produced along with it, prima facie, established the ingredients of the offence under Section 138 of the Act and thus made out a case against the accused, for issuance of process. It is mentioned in the complaints that the Company is represented by its authorized representative Mr. Bhushan Honavarkar. The complaints have been signed by the said Shri Bhushan Honavarkar, as authorized signatory. Annexed to the complaints, inter alia, are the extract true copy of the Minutes of the meeting held on 27/02/2012, wherein resolution was passed nominating, empowering and appointing Shri Bhushan Ganpat Honavarkar working in the complainant-Company to commence, prosecute, defend, represent, appear, act, present, file, plead, answer and/or oppose the suit, plaint and all actions in/related to any legal proceedings, the complaint, suits, etc. before any Courts including Civil, Criminal, Appellate, Revenue, Revision, etc in Goa and for this to sign, execute, verify and file plaints, replies, written statements, applications, complaints and/or objections, representations, petitions and executions, statements on oath, affidavits, declarations, defences and/or depose for and on behalf of the Company as may be necessary and expedient and deem fit by the said Attorney. This extract true copy has been signed by some Director on behalf of the complainant-Company. Said Shri Bhushan Honavarkar was examined by the trial Judge, in both the cases, under Section 200 of Cr.P.C. and he tendered his affidavit in verification and the said extract true copy of the resolution along with various other documents. This extract true copy has been signed by some Director on behalf of the complainant-Company. Said Shri Bhushan Honavarkar was examined by the trial Judge, in both the cases, under Section 200 of Cr.P.C. and he tendered his affidavit in verification and the said extract true copy of the resolution along with various other documents. The original resolution, however, was not produced at the time of verification under Section 200 of Cr.P.C. Similarly, the authority given to the said Director to issue the said extract true copy also was not produced. There is no averment in both the complaints as to the knowledge of the said Attorney Shri Bhushan Honavarkar in respect of the transaction explicitly stated in the complaints. 14. In the case of “A. C. Narayanan” (supra), there were two sets of cases. One set was wherein there were orders of issuance of process against the appellant for offence punishable under Sections 138 and 142 of the Act and the second set of case was where there was final acquittal of the accused. In the cases where processes were issued, the Power of Attorney holder of six complainants had filed the said complaints against the appellant. The said Power of Attorney holder had verified the complaint in each of the cases as Power of Attorney Holder of the complainants. The learned Additional Chief Metropolitan Magistrate had issued processes against the appellant and being aggrieved by the orders of issuance of process, the appellant had moved an application for discharge/recall of process in each of the complaints. Vide order dated 29/11/2000, the Additional Chief Metropolitan Magistrate had dismissed the said applications. The appellant had preferred Criminal Applications before the High Court for quashing the complaint and by order dated 12/08/2005 the said applications were dismissed by the High Court. Against the said orders, the appeal was filed by way of Special Leave Petition before the Hon'ble Supreme Court. The Division Bench of the Hon'ble Apex Court felt that with regard to the interpretation of Section 142(a) of the N.I. Act, there being difference of opinion among various High Courts as also the decisions of the Supreme court in “M.M.T.C. Ltd. and anr. Vs. Medchl Chemicals and Pharma (P)” reported in [2002 (1) Bom. C.R. 218(S.C.)] and “Janki Vashdeo Bhojwani and anr. Vs. Industrial Bank Ltd. and Ors.” reported in [2005 (3) Bom. Vs. Medchl Chemicals and Pharma (P)” reported in [2002 (1) Bom. C.R. 218(S.C.)] and “Janki Vashdeo Bhojwani and anr. Vs. Industrial Bank Ltd. and Ors.” reported in [2005 (3) Bom. C.R. 846(S.C.)], the matter should be considered by a Larger Bench in order to render a authoritative pronouncement. Therefore, there was a reference which was decided by the three Judge Bench of the Hon'ble Supreme Court. In terms of the reference, the following questions were referred to the Bench. “(i) Whether a Power of Attorney holder can sign and file a complaint petition on behalf of the complainant?/ Whether the eligibility criteria prescribed by section 142(a) of N.I. Act would stand satisfied if the complaint petition itself is filed in the name of the payee or the holder in due course of the cheque? (ii) Whether a Power of Attorney holder can be verified on oath under section 200 of the Code? (iii) Whether specific averments as to the knowledge of the Power of Attorney holder in the impugned transaction must be explicitly asserted in the complaint? (iv) If the Power of Attorney holder fails to assert explicitly his knowledge in the complaint then can the Power of Attorney holder verify the complaint on oath on such presumption of knowledge? (v) Whether the proceedings contemplated under section 200 of the Code can be dispensed with in the light of section 145 of the N.I. Act which was introduced by an amendment in the year 2002?” The said questions were answered in the following manner: “26. While holding that there is no serious conflict between the decisions in MMTC (supra) and Janki Vashdeo Bhojwani (supra), we clarify the position and answer the questions in the following manner: (i) Filing of complaint petition under section 138 of N.I. Act through power of attorney is perfectly legal and competent. (ii) The Power of Attorney holder can depose and verify on oath before the Court in order to prove the contents of the complaint. However, the power of attorney holder must have witnessed the transaction as an agent of the payee/holder in due course or possess due knowledge regarding the said transactions. (ii) The Power of Attorney holder can depose and verify on oath before the Court in order to prove the contents of the complaint. However, the power of attorney holder must have witnessed the transaction as an agent of the payee/holder in due course or possess due knowledge regarding the said transactions. (iii) It is required by the complainant to make specific assertion as to the knowledge of the power of attorney holder in the said transaction explicitly in the complaint and the power of attorney holder who has no knowledge regarding the transactions cannot be examined as a witness in the case. (iv) In the light of section 145 of N.I. Act, it is open to the Magistrate to rely upon the verification in the form of affidavit filed by the complainant in support of the complaint under section 138 of the N.I. Act and the Magistrate is neither mandatorily obliged to call upon the complainant to remain present before the Court, nor to examine the complainant or his witness upon oath for taking the decision whether or not to issue process on the complaint under section 138 of the N.I. Act. (v) The functions under the general power of attorney cannot be delegated to another person without specific clause permitting the same in the power of attorney. Nevertheless, the general power of attorney itself can be cancelled and be given to another person.” 15. First of all, in the case of “A. C. Narayanan” (supra), the Power of Attorney was given by six complainants who were actual human beings to one Doreen Shaikh in one set of cases and the Board of Directors of the Complainant-Company, by a resolution, had authorized its Managing Director to appoint an agent to represent the Company, pursuant to which one Shri V. Shankar Prasad was appointed as an agent by executing a General Power of Attorney, in the other set. In the present case before this Court, the position is that the Complainant-Company did not authorized the Managing Director or any other Director to appoint any agent to represent the Company but the Board of Directors of the Complainant-Company, in its meeting dated 27/10/2012, directly appointed Shri Bhushan Honavarkar to do all thing on behalf of the Company, as stated therein. Thus, the authority of the Director who signed the said extract true copy of the minutes of meeting of the Board of Directors dated 27/10/2012, to appoint Bhushan Honavarkar, as attorney does not arise as he was not authorized to appoint any attorney. The Board of Directors themselves appointed Bhushan Honavarkar as attorney. A true copy of the extract of the said minutes was produced on record, along with the complaint as well as with the verifying statement of Shri Bhushan Honavarkar. In the case of “A. C. Narayanan” (supra), even the document of power of attorney was not produced along with the complaint or with the verifying statement and in view of the above, the Magistrate could not have issued process on the basis of such a complaint. From the above judgment of the Apex Court, it is clear that the complaint has to be filed by the complainant as contemplated by Section 200 of Cr.P.C., but the said Section does not create any embargo that the Attorney holder or legal representative cannot be the complainant. A Power of Attorney can initiate criminal proceedings on behalf of the principal. It has been held that from a conjoint reading of Sections 138, 142, 145 of the N. I. Act and Section 200 of the Cr.P.C., it is clear that it is open to the Magistrate to issue process on the basis of the contents of the complaint, the documents in support thereof and the affidavit submitted by the complainant in support of the complaint. Once the complainant files an affidavit in support of the complaint, before issuance of the process under Section 200 of Cr.P.C., it is thereafter, open to the Magistrate, if he thinks fit to call upon the complainant to remain present and to examine him as to the facts contained in the affidavit submitted by the complainant in support of his complaint. It has been held that the Power of Attorney holder may be allowed to file, appear and depose for the purpose of issue of process for offence punishable under Section 138 of the Cr.P.C. However, it is observed that an exception to the above is when the Power of Attorney holder of the complainant does not have a personal knowledge about the transaction, then he cannot be examined. It has been held that where the Attorney Holder of the complainant is in-charge of the business of the complainant payee and the Attorney Holder alone is personally aware of the transactions, there is no reason why the Attorney Holder cannot depose as a witness, but an explicit assertion as to the knowledge of the Power of Attorney holder about the transaction in question must be specified in the complaint. 16. In the case of “M/s. M.M.T.C. Ltd. and another” (supra), the Hon'ble Apex Court has held thus: “12. In the case of 'Associated Cement Co. Ltd. v. Keshvanand' reported in (1998) 1 SCC 687 , it has been held by this Court that the complainant has to be a corporeal person who is capable of making a physical appearance in the court. It has been held that if a complaint is made in the name of an incorporeal person (like a company or corporation) it is necessary that a natural person represents such juristic person in the court. It is held that the court looks upon the natural person to be the complainant for all practical purposes. It is held that when the complainant is a body corporate it is the de jure complainant, and it must necessarily associate a human being as de facto complainant to represent the former in court proceedings. It has further been held that no Magistrate shall insist that the particular person, whose statement was taken on oath at the first instance, alone can continue to represent the company till the end of the proceedings. It has been held that there may be occasions when different persons can represent the company. It has been held that it is open to the de jure 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. The complaints could thus not have been quashed on this ground.” 17. 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. The complaints could thus not have been quashed on this ground.” 17. Thus, from the Judgment of the Hon'ble Apex Court in the case of “M/s. M.M.T.C. Ltd. and another” (supra), it is clear that merely because complaint is signed and presented by a person, who is neither an authorized 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 de jure complainant company to seek permission of the court for sending any other person to represent the company in the Court. Even if initially, there was no authority, still the company can, at any stage, rectify that defect and at a subsequent stage can send a person who is competent to represent the company. Keeping in mind the above judgments of the Supreme Court, it is seen that in the present case, the complaint is not filed by the Power of Attorney in his personal name, but has been filed by the Company i.e. Shri Mallikarjun Shipping Pvt. Ltd,. The same, however, has been filed through the authorized representative i.e. the Attorney Mr. Bhushan Honavarkar. It is true that in the complaint, there is no averment at all to the effect that the said attorney has knowledge about the transaction in question. However, he has produced on record the extract true copy of the minutes wherein a resolution was passed on 27/10/2012 authorizing said Shri Bhushan Honavarkar to file complaint and do all other acts on behalf of the Company. It is true that the original resolution has not been produced on record and what has been produced is a extract true copy issued by one of the directors of the complainant Company. In the affidavit filed by Shri Bhushan Honavarkar, he has specifically stated that he is duly authorized representative of the complainant and that the complainant Company is duly represented by him vide resolution passed in the meeting held on 27/02/2012. In the affidavit filed by Shri Bhushan Honavarkar, he has specifically stated that he is duly authorized representative of the complainant and that the complainant Company is duly represented by him vide resolution passed in the meeting held on 27/02/2012. In the said affidavit, he has specifically narrated all the facts as required for issuance of process and he has stated that all the said facts are true to the best of his knowledge and belief. In such circumstances, merely because there is no averment in the complaint to the effect that said Shri Bhushan Honavarkar has personal knowledge of the transaction, that may not be sufficient to dismiss the complaint at this stage. The judgment of the Division Bench of the Hon'ble Supreme Court passed in “M/s. M.M.T.C. Ltd. and another” (supra) has not been overruled by the three Judge Bench of the Hon'ble Supreme Court in the case of “A. C. Narayanan” (supra). As has been held in the said case of “M/s. M.M.T.C. Ltd. and another” (supra), the said defect, if it is there in the complaint, can be rectified and even at a subsequent stage, the complainant Company can send a person, who is competent to represent the Company. The complaint, therefore, cannot be quashed on this sole ground. 18. In the case of “Maan Agro Centre Vs. Eid Parry (India) Ltd and another”, [2005 (2) Mh. L. J. 44], relied upon by the learned Counsel for the complainant, this Court (Coram K. J. Rohee, J.) had allowed amendment to the complaint filed under Section 138 of the Act. It was held that typographical mistakes, which have been pointed out by the complainant-petitioner should have been rectified by the trial Court as the trial Court has inherent powers to rectify such typographical mistakes to do justice between the parties. In Criminal Writ Petition No. 6/2005, “Mr. Shailesh H. Bajaj Vs. Sesa Goa Ltd. and another”, this Court has observed thus: “16. In Criminal Writ Petition No. 6/2005, “Mr. Shailesh H. Bajaj Vs. Sesa Goa Ltd. and another”, this Court has observed thus: “16. There is no doubt that although Section 200 of the Code is couched in a mandatory form nevertheless it is directory in nature being a procedural provision and to that extent non compliance of the same has got to be considered as a gross irregularity which is curable, but there is no reason why such an irregularity cannot be corrected in cases where prejudice has been caused to the accused and the accused complains about the same at the earliest opportunity. Such a view would be in tune with Section 465 of the Code. Indeed the word 'shall' in Section 200 casts an imperative duty to be performed by the Magistrate and that cannot be abdicated in favour of the advocate of the complainant. No process can be issued based on examination in chief, for it cannot be relied upon except in exceptional situations, unless it is completed by cross examination and re examination.” 19. The point that the Attorney, namely Bhushan Honavarkar could not have filed the complaint on behalf of the complainant Company and could not have verified the same was not at all raised before the learned Additional Sessions Judge, South Goa, Margao before whom the petitioners had filed Criminal Revision Applications No. 74/2013 and 85/2013, against the issuance of process. 20. In view of the discussion supra, I am of the considered view that the orders dated 07/01/2013 passed by the learned J.M.F.C. at Mapusa thereby issuing process against the petitioner under Section 138 of the Act, in both the cases, and the orders dated 18/10/2013, passed by the Appellate court in Criminal Revision Applications No. 74/2013 and 85/2013, cannot be quashed at this stage and the complaints are not liable to be quashed. 21. There is, therefore, no merit in the present petitions and the same are, therefore, dismissed. Rule discharged with no order as to costs. 22. Parties to appear before the trial Magistrate on 29/09/2014 at 10.00 a.m.