Kerala High Court
M/S Periyar Chemicals Ltd vs M/S Continental Trading Company W.L.L on 8 January, 2025
Author: Sathish Ninan
Bench: Sathish Ninan
2025:KER:1003
IN THE HIGH COURT OF KERALA AT ERNAKULAM
PRESENT
THE HONOURABLE MR. JUSTICE SATHISH NINAN
&
THE HONOURABLE MRS. JUSTICE SHOBA ANNAMMA EAPEN
WEDNESDAY, THE 8TH DAY OF JANUARY 2025 / 18TH POUSHA, 1946
RFA NO. 272 OF 2019
AGAINST THE JUDGMENT AND DECREE DATED 30.07.2018 IN OS
NO.246 OF 2016 OF ADDITIONAL SUB COURT,NORTH PARAVUR
APPELLANT/DEFENDANT:
M/S PERIYAR CHEMICALS LTD,
HAVING ITS REGISTERED OFFICE AT P.B.NO.
BINANIPURAM P.O., (VIA) ALWAYE, PIN - 683 502,
REPRESENTED BY ITS DIRECTOR.
BY ADVS.
SHAIJAN C.GEORGE
SAJITHA GEORGE
JOE THOMAS
R.LAKSHMI NARAYAN
R.RANJANIE
NEEBA A.B.
ANJU TREESA GEORGE
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R.F.A. No.272 of 2019
-: 2 :-
RESPONDENT/PLAINTIFF:
M/S CONTINENTAL TRADING COMPANY W.L.L.,
HAVING ITS REGISTERED OFFICE AT P.O. BOX 8681,
C RING ROAD, DOHA, QATAR, REPRESENTED BY ITS
DIRECTOR AND AUTHORISED PERSON, SRI. KURIAN C.
IPE, AGED 58 YEARS, SON OF SRI. N. K. EIPE,
RESIDING AT A22B, HEERA VASTUGRAMAM, RAJAGIRI
VALLEY P.O., KAKKANAD, PIN - 682 030.
BY ADVS.
SRI.ANIL S.RAJ
SMT.K.N.RAJANI
SMT.ANILA PETER
SRI.S.SUDHEESH
SRI.SAJEN THAMPAN
SRI.RADHIKA RAJASEKHARAN P.
THIS REGULAR FIRST APPEAL HAVING COME UP FOR HEARING ON
08.01.2025, THE COURT ON THE SAME DAY DELIVERED THE
FOLLOWING:
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SATHISH NINAN & SHOBA ANNAMMA EAPEN, JJ.
= = = = = = = = = = = = = = = = = =
R.F.A. No.272 of 2019
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Dated this the 8th day of January, 2025
JUDGMENT
Sathish Ninan, J.
The decree for money is under challenge by the
defendant in the suit.
2. The claim is towards the value of sodium
formate supplied to the defendant through the plaintiff.
According to the plaintiff, based on the purchase orders
issued by the defendant, the plaintiff caused supply of
eight consignments of the chemical to the defendant.
However, the defendant made payments only towards the
first three consignments. The suit is for realisation of
the value of the remaining five consignments.
3. The defendant, though admitted the agreement
with the plaintiff, denied the claim that any amounts
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due to the plaintiff.
4. The trial court upheld the plaintiff's claim
towards the value of goods and granted a decree
accordingly. Though the plaintiff had raised yet another
claim under the head of travelling expenses incurred for
the Managing Director of the defendant with regard to
the travel made in connection with the business deal,
the said claim was disallowed by the Court. There is no
appeal against that by the plaintiff and hence the said
claim no longer survives.
5. We have heard Shri.Laxmi Narayanan R., the
learned Senior Counsel on behalf of the appellant-
defendant and Shri.Anil S. Raj, the learned counsel for
the respondent-plaintiff.
6. The points that arise for determination are;
i) Is the suit defective for non-compliance of Order XXIX
Rule 1 of the Code of Civil Procedure(CPC)?
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ii) Does the finding of the trial court that the plaintiff is
entitled to recover the value of five consignments, warrant any
interference?
7. Shri.Laxmi Narayanan R., the learned Senior
Counsel appearing for the appellant, would contend that,
though the plaintiff claims to be a Company, no document
relating to the same has been produced even to prove its
existence. The plaintiff is not represented by a person
competent to depose the facts. There is non-compliance
of the provisions of Order XXIX Rule 1 of the Code of
Civil Procedure, it argued. It is further urged that the
trial court has solely banked upon the alleged evasive
denials of the defendant in its written statement. The
court ought to have required the plaintiff to produce
the relevant documents to prove the alleged supply,
rather than finding fault with the absence of specific
denial. He would further urge that it may not be correct
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to find that the written statement does not deny the
plaint averments. In the absence of any evidence to
prove the transactions, the plaintiff ought to have not
have been granted a decree, it is argued.
8. Order XXIX Rule 1 of the Code of Civil
Procedure reads thus;
"Suits by or against corporations
1. Subscription and verification of pleading.--In suits by or
against a corporation, any pleading may be signed and verified
on behalf of the corporation by the secretary or by any director
or other principal officer of the corporation who is able to
depose to the facts of the case."
A Company is the legal person. The rule enables any
director or principal officer of the corporation, who is
able to depose the facts of the case, to sign and verify
the pleadings of the corporation. At paragraph 1 of the
plaint, it is stated that the plaintiff company is
represented by its Director, who is authorised by a
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resolution and is competent to represent the company. In
the affidavit accompanying the plaint, the signatory has
deposed that he personally knows the facts of the case.
Ext.A1 is the extract of the minutes of the meeting of
the Board of Directors of the company held on 24.10.2016
authorising the Director to represent the company in
legal proceedings. The materials as above is sufficient
enough to find that the suit has been instituted in due
compliance of the provisions of Order XXIX Rule 1 of the
Code of Civil Procedure.
9. In South India Corporation (Agencies) v. State Trading
Corporation of India [ILR 1969 (1) Ker. 283], it was held that,
anyone of the persons mentioned under Order XXIX Rule 1
is competent to sign the plaint on behalf of the
company. In United Bank of India v. Naresh Kumar and others [(1996)
6 SCC 660] the Apex Court held, "Under Order 6 Rule 14 of the CPC a
pleading is required to be signed by the party and its pleader, if any. As a company is a
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juristic entity it is obvious that some person has to sign the pleadings on behalf of the
company. Order 29 Rule 1 of the CPC, therefore, provides that in a suit by or against a
corporation the Secretary or any Director or other Principal Officer of the corporation
who is able to depose to the facts of the case might sign and verify on behalf of the
company. Reading Order 6 Rule 14 together with Order 29 Rule 1 of the CPC it would
appear that even in the absence of any formal letter of authority or power of attorney
having been executed a person referred to in Rule 1 of Order 29 can, by virtue of the
office which he holds, sign and verify the pleadings on behalf of the corporation."
Hence the arguments based on Order XXIX Rule 1 CPC
fails.
10. So also, the arguments raised with regard to
the very status of the plaintiff's company is without
any basis since even admittedly Ext.A16 agreement dated
22.08.2013 was entered into between the plaintiff, the
defendant and third party company.
11. Now, coming to the merits of the plaint claim,
at paragraph 4 of the plaint, the plaintiff has given
the details of the supply made to the defendant,
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including, the details of payments received. The same
reads thus:
Purchase Bill of lading Invoice No. Qty. (in MT) Amount due Status of
Order NO. & No. & Date & date of (in US $) payment
Date of plaintiff
defendant
005 dt. GOSUWUH 01 25 11962 Received
12.8.2013 9400386 dt.22.8.2013
dt.22.8.2013
006 dt. GOSUWUH 02 54 25245 Received
26.8.2013 9400397 dt.3.9.2013
dt.3.9.2013
007 dt. GOSUWUH 05 54 25245 Received
20.9.2013 9400415 dt.26.10.2013
dt.26.9.2013
016 dated GOSUWUH 06 108 50490 Pending
11.12.2013 9400427 dt.26.10.2013
dt.15.10.2013
017 dated GOSUWUH 07 54 25245 Pending
09.10.2013 9400439 dt.30.10.2013
dt.17.10.2013
018 dated GOSUWUH 08 54 25245 Pending
28.10.2013 9400441 dt.16.11.2013
dt.5.11.2013
019 dated GOSUWUH 09 54 25245 Pending
11.11.2013 9001149 dt.3.12.2013
dt.19.11.2013
020 dated GOSUWUH 10 54 25245 Pending
14.11.2013 9001169 dt.3.12.2013
dt.26.11.2013
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It is specifically averred at paragraph 4 that the
aforementioned quantities of sodium formate were
supplied to the defendant. Referring to the averments in
paragraph 4 of the plaint with regard to the supply, in
the written statement, a single lined averment is made
as paragraph 6 thus; "6. The averment and allegation in para
4 is false and hence, denied. " However, there are various
averments in the written statement, which indicates
admission of supply of the goods as claimed by the
plaintiff. At paragraph 7 of the written statement it is
stated, "Goods supplied were collected by the defendant and the dispute with
regard to their quality and quantity were raised from the beginning itself......
Though the same was communicated to them, they assured high quality goods in
future consignments and also offered high concession and compensation for the
same". But for the bare statement, no documents
evidencing that the defendant had, at any point of time,
raised an issue with regard to the quality or quantity
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was produced. At paragraph 8 of the written statement,
it is contended "However, the amounts due under defendant's purchase
order No.16, 17, 18, 19 and 20 for which supplies were made vide plaintiffs'
invoice Nos.6 to 10, totaling to a sum of US $ 1,51,470 is not legally due from the
defendant to the plaintiff". Therein it is categorically admitted
that such supplies were made but it is claimed that the
amount is not legally due. The reason why the amounts
are not payable is not stated. At paragraph 12 of the
written statement, it is stated " The plaintiff promised that they
will supply the goods with high quality and standard. But contrary to that the
goods supplied by the plaintiff was of inferior quality and was sub-standard and
thereby caused heavy loss to the defendant. The plaintiff is not entitled to get any
amounts from the defendant as such.".
12. It is pertinent to note that, in the written
statement, there is no specific contention that other
consignments for which the value is claimed by the
plaintiff were not ordered for by the defendant nor were
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they delivered. It is also of significance that nobody
was examined on the side of the defendants nor any
documents produced.
13. As noticed supra, at paragraph 4 of the
plaint, the plaintiff has given all the details with
regard to the consignments, purchase orders, invoices,
etc. Copies of the said documents were produced by the
plaintiff along with the plaint and were enlisted in the
list of documents attached to the plaint. The defendant
in their written statement have not denied or challenged
the correctness or genuineness of such particulars or
documents. In Commercial Financiers v. Thrasia [1990 (1) KLT 774] , it
was held that documents produced along with the plaint
is to be treated as part of the pleadings. In Annamma
Chanda Pillai v. K.X.Anil [ILR 2013 (3) Kerala 275] , it was held that
the list of documents mentioned in Order 7 Rule 14
should be treated as part of the plaint.
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14. The plaintiff has produced Ext.A15 e-mail
communication from one C. Sreenarayanan, whom they
claimed to be the Works Manager of the defendant,
whereunder the supply of materials as claimed by the
plaintiff is admitted. PW1, in cross examination, has
deposed, "There is an e-mail sent by the Works Manager confirming receipt of
all 8 shipments. It was sent by Sreenarayanan, the Works Manager. " However,
there is no challenge to the said statement of PW1,
either regarding the genuineness of the e-mail or with
regard to his statement that the sender of the e-mail,
Sreenarayanan, is the Works Manager of the defendant.
15. It is taking into consideration of all the
above aspects that the trial court upheld the
plaintiff's claim and granted a decree for unpaid goods.
The conclusion arrived at by the trial court is a
possible one based on the materials. No materials
sufficient enough to upturn the finding, could be
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established before us. The decree and judgment of the
trial court warrant no interference.
Resultantly, the appeal fails and is dismissed. No
costs.
Sd/-
SATHISH NINAN
JUDGE
Sd/-
SHOBA ANNAMMA EAPEN
JUDGE
yd
