JUDGMENT : Pranav Trivedi, J. 1. The present petition is preferred under Articles 226 and 227 of the Constitution of India, inter alia, praying for quashing and setting aside the order dated 04.09.2021 below Exhibits 31, 32 and 35 (hereinafter referred to as "the impugned orders) passed by the learned Principal Senior Civil Judge, Commercial Court, Vadodara in Commercial Execution Petition No. 12 of 2019 (hereinafter referred as to "the Execution Petition") observing that the decree cannot be enforced against the Directors i.e. respondent Nos. 2 & 3 (hereinafter referred as to "the respondents"). Being aggrieved by the impugned orders, the present petition is preferred. 2. The factual matrix which has led to filing of the writ petition is that the petitioner is a Public Limited Company, registered under the provisions of Companies Act, 1956 (hereinafter referred as to "the Act") and is engaged in the business of manufacture, sale and trading of Alkalies, Chemicals and Allied Products, whereas the Respondent No.1 (hereinafter referred to as "the respondent company") is a Private Limited Company, registered under the provisions of Act and is engaged in the business of purchasing and trading of various chemicals such as Hydraulic Acid (HCL), Caustic Soda lye (CSL), Carbo Tetrachloride (CTC), Sodium Cyanide (SCY), Caustic Potash Flakes (CPF), Dilute Sulphuric Acid (DSA), Methylene Chloride (MNC). The respondents are the Directors of the respondent Company. 2.1. It was the case of the petitioner that somewhere in the year 2001, they had supplied various products including Hydrochloric Acid, Sodium Cyanide, Caustic Soda Lye, Caustic Potash Flakes, Carbon Tetrachloride, Dilute Sulphuric Acid etc., to the respondent Company and pursuant to such sale, numerous invoices in view of the goods supplied were raised between 21.12.2001 to 01.12.2003. It was also the case of the petitioner that the respondent company had failed to remit the money due to the petitioner and therefore, the petitioner was constrained to issue a Legal Notice dated 22.09.2003 demanding a payment of Rs. 1,87,75,163.49/-, against the respondent Company. Pursuant to the notice, the petitioner filed a suit being Special Civil Suit No. 290 of 2004 before the Civil Court, Vadodara, for recovery of the outstanding amount to the tune of Rs. 1,76,35,269/ along with interest at 18% per annum. During the pendency of the suit, an application dated 14.09.2004 was preferred by the respondents for removal of their names, as parties to the Commercial Civil Suit. 1,76,35,269/ along with interest at 18% per annum. During the pendency of the suit, an application dated 14.09.2004 was preferred by the respondents for removal of their names, as parties to the Commercial Civil Suit. On 24.11.2016, application preferred by the respondents was dismissed by the Commercial Court, Vadodara below Exhibit -11. Aggrieved by the order dated 24.11.2016, respondents preferred a writ petition before this Court being Special Civil Application No. 4694 of 2017. On 16.06.2017, respondents sought permission of this Court to withdraw the Special Civil Application. Therefore, the writ petition preferred by the respondents was dismissed as withdrawn. 2.2. Thereafter, trial was conducted and by way of judgment and decree dated 05.08.2017 the suit preferred by the petitioner came to be dismissed on the ground that the petitioner had failed to prove the statement of account under Section 65(B) of the Indian Evidence Act, 1872. Being aggrieved by the judgment and order dated 05.07.2018, the petitioner had preferred a First Appeal being First Appeal No. 4034 of 2017 under Section 13 of the Commercial Court Act read with Section 96 of the Civil Procedure Code, before this Court. 2.3. By way of an order dated 04.10.2018, this Court reversed the order dated 05.08.2017 passed by the Commercial Court, Vadodara and passed a Decree in favor of the petitioner, directing the judgment debtors to pay an amount of Rs. 1,36,14,992/- with further interest to be calculated at the rate of 9% per annum till the date of recovery with proportionate cost. 2.4. Pursuant to the order dated 04.10.2018, passed by this Court, respondent - Company along with respondents preferred a Special Leave Petition (Civil) bearing No. 33613 of 2018 before the Hon'ble Supreme Court. By way of order dated 25.07.2019, Hon'ble Supreme Court had dismissed the aforesaid Special Leave Petition (Civil) No.33613 of 2018 of and upheld the order dated 04.10.2018 passed by this Court in the First Appeal. 2.5. In wake of order dated 25.07.2019, passed by the Hon'ble Supreme Court, the petitioner had filed an Execution Petition before the learned Principal Senior Civil Judge, Civil Court, Vadodara, seeking the Execution of the Decree (Judgment and Order) dated 04.10.2018 passed by this Court in First Appeal No. 4034 of 2018, for recovery of Rs. 3,06,21,391/- Amount of Decree Rs. 1,24,90,755/- + Interest awarded by the Hon'ble Court Rs. 3,06,21,391/- Amount of Decree Rs. 1,24,90,755/- + Interest awarded by the Hon'ble Court Rs. 11,24,167/- + Simple Interest to be calculated at the rate of 9% per annum from 18.06.2004 to 11.06.2019 amounting to Rs. 1,68,40,960/- + Cost awarded of Rs. 1,65,509/-]. As the payment was not received by the petitioner, they had also filed an application under Order XXI Rule 30 read with Rule 43 of the Civil Procedure Code, for attachment of the movable property of the Company for part compliance of the Decree dated 04.10.2018 and to further pass a necessary order restraining the Company from transferring, alienating, selling or parting with the possession of their personal properties of the Company. 2.6. On 04.03.2020, the learned Principal Senior Civil Judge, Commercial Court, Vadodara had passed an order below Exhibit 1, directing the Company to pay the decreetal amount. In response to the same, the Company deposited a sum of Rs.49,35,859/- before the Principal Senior Civil Judge, Commercial Court, Vadodara. An additional application came to be filed by the petitioner seeking disclosure of assets of the respondents under Sections 165 and 106 of the Indian Evidence Act, 1872 read with Section 151 and Order XXI Rule 41 of the Code of Civil Procedure, in Execution Petition, which came to be exhibited as Exhibit-31. 2.7. On 23.02.2021, the learned Principal Senior Civil Judge, Commercial Court, Vadodara, passed an Order below Exhibits 31, 32 and 35 in the Execution Petition absolving the Respondent Nos. 2 and 3 from filing any Affidavit with respect to their personal assets to be attached towards the decreetal amount. The Petitioner challenged the aforesaid common order dated 23.02.2021 before this Court by filing a writ petition being Special Civil Application No. 9231 of 2021. This Court, by way of a common order dated 02.07.2021, was pleased to quash and set aside the common order dated 23.02.2021 passed in Exh. 31, 32, and 35 with a direction that the same is required to be heard again with full opportunity to all parties to make their submissions. Pursuant to the order dated 02.07.2021, the learned Executing Court heard the respective parties and by way of order dated 04.09.2021 declared that the Directors i.e. the respondents herein cannot be held to be personally liable as per the judgment and decree of the Court in the First Appeal. Pursuant to the order dated 02.07.2021, the learned Executing Court heard the respective parties and by way of order dated 04.09.2021 declared that the Directors i.e. the respondents herein cannot be held to be personally liable as per the judgment and decree of the Court in the First Appeal. The order dated 04.09.2021, passed by the Commercial Court, Vadodara below Exhibits 31, 32 and 35 is under challenge in the present writ petition. 3. We have heard Mr. Kunal K. Nanavati, learned advocate with Mr. Siddhant K. Gujarathi, learned advocate for Nanavati Associates for the petitioner and Mr. Mahesh Thakar, learned advocate appearing for the respondents. 4. The main arguments canvassed by Mr. Kunal K. Nanavati, learned advocate appearing for the petitioner was that in the First Appeal being First Appeal No.4034 of 2018, this Court has used the word "defendants", and therefore, this Court has observed that Directors are jointly and severally liable for the default and recovery of the due sum from the respondents collectively. It is further submitted that there is restrictive language used by this Court in its judgment and order dated 05.08.2019 and therefore, the Commercial Court, Vadodara cannot adopt an interpretation that impliedly changes the language of the judgment and decree passed by this Court. When the judgment / decree uses a term consciously in the plural, it has to be given effect to and cannot be interpreted by the Commercial Court, Vadodara. If at all the Company aggrieved by order passed by this Court then they could have sought clarification from this Court for intention behind using the terms as has been used. It was also submitted that the Commercial Court, Vadodara, being the Executing Court cannot clarify the decree passed by this Court. In wake of the same, Mr. Nanavati, learned advocate has urged to quash and set aside the impugned orders dated 04.09.2021 passed below Exh.31, 32 & 35 by the learned Principal Senior Civil Judge, Commercial Court, Vadodara in Commercial Execution Petition No.12 of 2019. It was further argued that Special Leave Petition preferred by respondent company as well as respondents herein was dismissed by Hon'ble Apex Court. Therefore, contentions as raised by the respondent were not accepted by Hon'ble Apex Court. 5. Per contra, Mr. Mahesh Thakar, learned advocate appearing for the respondents has vehemently objected to the contention raised by Mr. It was further argued that Special Leave Petition preferred by respondent company as well as respondents herein was dismissed by Hon'ble Apex Court. Therefore, contentions as raised by the respondent were not accepted by Hon'ble Apex Court. 5. Per contra, Mr. Mahesh Thakar, learned advocate appearing for the respondents has vehemently objected to the contention raised by Mr. Kunal K. Nanavati, learned advocate appearing for the petitioner. Mr. Thakar, learned advocate appearing for the respondents has submitted that while dismissing the suit, the Commercial Court had specifically observed in paragraph 16 that as far as the liability to make the payment is concerned, it was the responsibility of respondent company. The respondents are not the guarantors for the transactions of respondent company nor sureties and therefore, they cannot be held personally liable to make payment of suit amount. This observation has remained unchallenged in the First Appeal. Neither while making pleadings in the First Appeal nor while the time of direction given by this Court in the First Appeal, petitioner has raised the issue of personal liability of the respondents herein. Therefore, at the juncture of execution, petitioner was not corrected in raising the issue of personal liability and personal property of the respondents. [5.1] It was further contended that the petitioner has tried to create an eye-wash by contending that the SLP filed before the Hon'ble Supreme Court rejected the challenge by respondents herein. It was also submitted by Mr. Thakar, learned advocate that it is settled principle of law that when this Court in First Appeal No.4034 of 2017 had not at all interfered with the finding of the Commercial Court about non-liability of respondents herein, no prudent person having elementary knowledge of law will challenge it before the Hon'ble Supreme Court. Therefore, the contention with regard to challenge by the respondents herein in the SLP is just and eye-wash. As the respondents were proper party to the suit, they were also parties in the First Appeal as well as Special Leave Petition before Hon'ble Apex Court. Dismissal of SLP would not imply that properties of respondents would come into picture. It was further contended that there would not be any power in the decree-holder to pick and choose additional persons though not specifically referred in the decree to be scapegoats for satisfying the ego of the decree-holder. In view of such submission, it was prayed by Mr. It was further contended that there would not be any power in the decree-holder to pick and choose additional persons though not specifically referred in the decree to be scapegoats for satisfying the ego of the decree-holder. In view of such submission, it was prayed by Mr. Thakar, learned advocate to reject the present writ petition. 6. Having heard the contentions raised by learned advocates appearing for the respective parties and also having perused the material on record, certain aspects are very clear. While deciding and dismissing the suit and while discussing the averments raised in the Issue No.3 of the suit, there was a categorical finding by the learned Commercial Court that liability to make the payment is of the respondent company and it is a separate legal entity apart from its Directors. The Directors were neither the guarantors nor the sureties of the company and they cannot be held personally liable to make payment of suit amount. However, considering the judgment of Hon'ble Apex Court in the case of M/s. Comed Chemicals Ltd. versus C.N. Ramchand reported in AIR 2009 SC 494 , it was observed by the Commercial Court that company is a separate legal entity apart from its Directors and the respondents are not the necessary parties to the suit but they are proper parties to the suit, as they were aware about the transactions that took place between plaintiff and the defendant company. Therefore, the issue was partly decided in affirmative in favour of the defendants by observing that the Directors are not necessary parties to the suit. Such observation is not challenged by the petitioner herein in the memo of the First Appeal. 7. A bare perusal of the memorandum of First Appeal, which is appended at pages 172 to 179 of the paper-book would indicate that there is no ground raised in the memo of the First Appeal against the observations made by the Commercial Court in Issue No.3 which were discussed hereinabove. 8. Further pursuant to the First Appeal, filed by the petitioner, this Court by way of judgment and order dated 04.10.2018 directed the original plaintiff shall recover a sum of Rs.1,36,14,922/- with interest at the rate of 9% from the date of the suit till actual recovery with proportionate costs and also further directed that a decree may be drawn accordingly. Further pursuant to the First Appeal, filed by the petitioner, this Court by way of judgment and order dated 04.10.2018 directed the original plaintiff shall recover a sum of Rs.1,36,14,922/- with interest at the rate of 9% from the date of the suit till actual recovery with proportionate costs and also further directed that a decree may be drawn accordingly. In paragraph 39 of the said judgment, a categorical observation was that; "39. xxxxx. When we hold that the defendant no.1 had admitted to a shortfall of Rs.1,24,90,755/ in the written statement and when the defendants failed to prove its theory, that the sum pertained to goods directly supplied by the plaintifi to S.P.Marketing, decree for recovery of such sum with interest must follow. xxxxx" 9. Therefore, specific directions were given against the defendant No.1 company i.e. the respondent company herein. Further, there is no observations against the respondents herein as well as against the findings of the Commercial Court in Issue No.3. Such findings of Issue No.3 are also overturned. Therefore, the observations remain intact that respondents Directors were not necessary parties to but were proper parties to the suit, as they were aware about the transaction of the respondent company. In this context, the provisions of Order XLI Rule 1 & 2 are required to be perused. "Order XLI 1. Form of appeal - What to accompany memorandum (1) Every appeal shall be preferred in the form of a memorandum signed by the appellant or his pleader and presented to the Court or to such ofiicer as it appoints in this behalf. The memorandum shall be accompanied by a copy of the 1[judgment]: [Provided that where two or more suits have been tried together and a common judgment has been delivered therefor and two or more appeals are filed against any decree covered by that judgment, whether by the same appellant or by difierent appellants, the Appellate Court dispense with the filing of more than one copy of the judgment.] (2) Contents of memorandum - The memorandum shall set forth, concisely and under distinct heads, the grounds of objection to the decree appealed from without any argument or narrative; and such grounds shall be numbered consecutively. [(3) Where the appeal is against a decree for payment of money, the appellant shall, within such time as the Appellate Court mav allow, deposit the amount disputed in the appeal or furnish such security in respect thereof as the Court may think fit.] 2. Grounds which may be taken in appeal - The appellant shall not except by leave of the Court, urge or be heard in support of any ground of objection not set forth in the memorandum of appeal, but the Appellate Court in deciding the appeal,' shall not be confined to the grounds of objections set forth in the memorandum of appeal or taken by leave of the Court under this rule: Provided that the Court shall not rest its decision on any other ground unless the party who may be affected thereby has had a sufficient opportunity of contesting the case on that ground. 10. Rule 1 of Order XLI deals with the contents of memorandum and form of appeal against the original decrees. It is a fact that in the memorandum of appeal, the petitioner has not raised any contention, which is envisaged in the present petition. Further, Rule 2 of Order XLI provides that the appellant shall not, except by leave of the Court, raised a ground, which are not set forth in the memorandum of the appeal. However, it is kept open for the Court to answer any other ground apart from that raised in the memorandum of appeal by giving an opportunity to the respondent. 11. In the instant case, neither any ground is raised by the appellant i.e. the present petitioner in the First Appeal nor any observation is made by this Court on any other ground than that which is raised in the First Appeal. Meaning thereby, there is no adjudication with regard to the personal property of the Directors and the issue of personal property of the Directors had rested at that stage only. Meaning thereby, there is no adjudication with regard to the personal property of the Directors and the issue of personal property of the Directors had rested at that stage only. Therefore, subsequent submission canvassed by the petitioner is that respondents challenge in SLP against the decreetal order in the First Appeal would be of no consequence once there is rejection of the plaint by the Commercial Court and the issue of personal properties of the Director is not raised in the First Appeal or not answered in the decreetal order in the First Appeal then there would be no question of preferring SLP against such order. Therefore, the submissions raised by the present petitioner with regard to rejection of SLP before the Hon'ble Apex Court is meritless. Therefore, the order passed by the Commercial Court below Exhibits 31, 32 and 35 in the impugned orders observing that judgment debtors No.2 and 3 are only the capacity as Directors of the company and there would not be any question to file affidavit of disclosure of personal properties of the judgment debtors No.2 and 3 is just and proper and cannot be interfered with. 12. In view of such observations, we find no merits in the petition preferred by the present petitioner and therefore, the present petition are summarily rejected with no order as to costs. Notice is discharged.