Delhi District Court
M/S Klipco Sales P. Ltd vs M/S R. L. Khandelwal & Sons on 27 March, 2010
IN THE COURT OF SH. RAKESH KUMAR : ADJ (CENTRAL20) : DELHI
Suit No. 1244/08
Unique Case ID No. 02401C0001812000
M/s Klipco Sales P. Ltd.,
Through its Director Mr. Manoj Joshi,
95, Gurunanak Auto Market,
Kashmere Gate, Delhi - 110006. .....Plaintiff.
VERSUS
M/s R. L. Khandelwal & Sons,
Through one of its Partner,
Mr. Anil Khandelwal,
At 3546, Chawri Bazar,
Delhi - 110006. .....Defendant.
Date of institution of the suit : 26.05.2000
Date on which order was reserved : 19.03.2010
Date of decision : 27.03.2010
J U D G M E N T
1. The present suit for recovery of money has been filed by the aforesaid plaintiff against the aforementioned defendant U/o XXXVII CPC interalia making a prayer for passing a decree for recovery of Rs.7,69,236.27ps. (Rs. Seven Lakh Sixty Nine Thousand Two Hundred Thirty Six and paise Twenty Seven Only) alongwith interest @ 36% per annum and future interest from the date of institution of suit till its realization in favour of plaintiff and against the defendant. Cost of the suit is also demanded.
M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 1 of pages 18
2. As per plaint, plaintiff is a private limited firm registered under the Companies Act, 1956 and indulged in the business of trading of Hose Pipe Clips. Sh. Manoj Joshi, Director of the plaintiff firm has been authorized vide Memorandum & Articles of Association of plaintiff company to file the present suit. It is also averred that the defendant was placing orders for purchase of Hose Pipe Clips upon plaintiff from time to time during the course of business and in pursuance of the orders received by the plaintiff, defendant was supplied with the aforementioned items in different sizes, in terms of the following invoices: Invoice No. Date Amount (in Rs.) 13677 07/03/1998 1,27,745.00 13692 17/03/1998 92,839.15 14018 12/03/1999 7,931.25 14033 01/04/1999 98,626.10 14041 16/04/1999 1,06,524.25 14075 13/05/1999 1,02,648.40 14096 31/05/1999 81,805.37 14131 06/07/1999 1,11,751.50 14134 07/07/1999 21,815.77 14139 10/07/1999 2,857.50 14150 21/07/1999 14,445.00 14152 24/07/1999 4,080.00 TOTAL 7,73,069.29 Out of the above amount of Rs.7,73,069.29ps., an amount of M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 2 of pages 18 Rs.3,833.02ps. was adjusted in view of the excessive payment made by the defendant in respect of a bill, thus leaving behind a balance of Rs.7,69,236.27ps. In view of the terms and conditions, defendant was supposed to make payment within 45 days of the goods supplied to it. The plaintiff pursued defendant for the said outstanding amount of Rs.7,69,236.27ps. through telephone but the defendant became almost inaccessible and beyond the reach of the plaintiff. On finding defendant absent on telephone, plaintiff sent constant reminders to the defendant in person and through various mails for clearing the aforesaid outstanding amount. But despite of aforementioned reminders, telephone calls and personal visits, defendant miserably failed to clear the outstanding pending against it. Accordingly, plaintiff issued a legal notice dated 07.03.2000 against the defendant thereby calling upon it to clear the aforementioned outstanding amount of Rs.7,69,236.27ps. alongwith interest @ 3% per mensem and release the S.T. Forms for the Financial Year 199798, 199899 and 1999 2000 within 15 days from the receipt of said notice but the defendant failed to do so. The cause of action for filing the present suit arose on different occasions, when the plaintiff supplied the goods in terms of the orders received by aforementioned different invoices and expiry of 45 days thereof. It further arose when the reminders were sent to the defendant for clearing its outstanding i.e. on 09.04.1999, 15.04.1999, 10.06.1999, 10.07.1999, 23.08.1999, 11.09.1999, 15.10.1999, 09.11.1999, 08.12.1999, 07.01.2000 and 09.02.2000. It again arose on 07.03.2000 when the plaintiff issued a legal M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 3 of pages 18 notice against the defendant and it further arose on the expiry of 15 days of the issuance of the notice dated 07.03.2000 i.e. 23.03.2000. Since the defendant has not discharged its obligation of paying the suit amount, despite the legal notice, the cause of action is continuing. The suit has been properly valued for the purpose of court fee and jurisdiction and appropriate court fee have been affixed. This court has territorial as well as pecuniary jurisdiction to try and entertain the present suit. Plaint is supported by the affidavit of Sh. Manoj Joshi.
3. In this case, summons of the suit in the prescribed form U/o 37 R 2 (2) CPC were duly issued and served upon the defendant and defendant duly filed its appearance. Thereafter, summons for judgment were also issued and defendant accordingly filed an application seeking leave to defend the suit. The said application was allowed vide order dated 07.10.2004 and defendant was permitted to contest the suit.
4. The defendant contested the suit by filing its Written Statement, wherein while denying the averments/allegations made by the plaintiff in the plaint, has raised certain preliminary objections like that the suit is not maintainable as the same has not been filed, signed and verified by the competent and authorized person; the suit is without any cause of action and is based on forged and manipulated invoices and no alleged goods through alleged invoices were ever supplied to the defendant or received/ acknowledged by the defendant and no amount is due from the defendant to the plaintiff; suit is bad for nonjoinder of the necessary party as per the M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 4 of pages 18 provisions of Order XXX of the Code of Civil Procedure; suit of the plaintiff has neither been verified in accordance with law nor has been supported by legal affidavit.
On merits, it is denied that the plaintiff is a private limited firm registered under the Companies Act and that Sh. Manoj Joshi is one of the Directors and is authorized to file the present suit vide Memorandum of Association and Resolution as alleged. It is also denied that the goods as per the specifications and requirements in pursuance of the orders placed by the defendants were supplied by the plaintiff to the defendants through the alleged invoices as mentioned in para 3 of plaint. It is submitted that the plaintiff has forged and fabricated the said invoices and no amount is due from the defendant to the plaintiff. The plaintiff has concealed the material facts and manipulated the same to implicate the defendant in false and frivolous civil suit. The defendant had been the oldest dealer of the plaintiff and had dealings in the past and the defendant always had/have been the good pay master of the due amount of the goods supplied through orders placed by the defendant and when the bills were raised. The plaintiff not only cheated the defendants during the business transactions but also played the double game thereby causing loss to the business of the defendants in the hands of the plaintiff. Against the business principle, the plaintiff, during the relevant time of transactions with the defendant, supplied similar goods in the open market at more cheaper rates and when the defendant partner Sh. Anil Khandelwal came to know of the same, a complaint was lodged with the plaintiff but M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 5 of pages 18 plaintiff avoided to give any explanation and finally filed the false and frivolous suit. During the period prior to 1997, there were transactions between the parties to the suit to the tune of Rs.70 Lacs to Rs.80 Lacs and the defendant had always been making the payment in time and on few occasions even the advance/excessive payments were made to the plaintiff as per their requirement during the time when funds were required by the plaintiff. Even during the period 199798, the defendant purchased goods from the plaintiff's to the tune of lacs of rupees and entire due amounts were duly paid to the plaintiff besides excessive payments/advance payment to be adjusted later on (details of which is mentioned in para 23 of Written Statement filed by the defendant). The suit of the plaintiff is false and frivolous and is without any cause of action and there is no amount due from the defendant to the plaintiff and no alleged goods were supplied to the defendant by the plaintiff as alleged. It is denied that out of the alleged amount of Rs.7,73,069.29ps, a sum of Rs.3,833.02ps was adjusted in view of the excessive payment made by the defendant in respect of a bill as alleged leaving a balance of Rs.7,69,236.27ps. It is also denied that as per the alleged terms and conditions, the defendant was supposed to make the alleged payment within 45 days of the goods supplied. No alleged notices or reminders were despatched to the defendants or received by the defendant. No alleged notice dated 07.03.2000 was ever served on the defendant or received by the defendant. It is submitted that the suit of the plaintiff is without any cause of action and there is no payment due from the defendants to the plaintiff. M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 6 of pages 18
5. The plaintiff filed replication to the Written Statement of defendant, whereby objections and stand taken by the defendant has been vehemently denied and the contents of the plaint were reaffirmed and reasserted. It is claimed that the suit of the plaintiff is very much maintainable in the present form and has been sign, filed and verified by one of its Director Mr. Manoj Joshi, who is a competent and authorized person to do so, ands has a resolution in his favour by the Board of Directors. The goods were duly received by the defendant vide various delivery challans and invoices. Further, the representative(s)/partner(s) also put their signatures on sale Tax Declaration Form ST1/ST35. All the said acknowledgments are duly signed by the defendant. The suit of the plaintiff does not suffer from any infirmity of non joinder of necessary party and plaint of the suit has been verified in accordance with law alongwith supportive affidavit. Unaccounted/unofficial record submitted by defendant is manipulated and misconceived to gain illegal millage. It is also denied that plaintiff supplied similar goods at much lower rate in the open market, as a result of which defendant suffered losses. It is claimed that plaintiff has a standard price list for all its dealer with the same discount structure.
6. After completion of pleadings of the parties, following issues were farmed vide order dated 02.12.2005:
(i).Whether the suit has not been filed by duly authorized person? Onus on parties.
(ii).Whether the suit is liable to be dismissed for want of cause of M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 7 of pages 18 action? OPD.
(iii).Whether the suit is bad for non joinder of necessary parties?
OPD.
(iv).Whether the plaintiff is entitled to the relief of the suit amount as prayed for? OPP.
(v).Whether the plaintiff is entitled to the interest, if so, at what rate? OPP.
(vi).Relief.
7. In support of its case plaintiff examined Sh. Manoj Joshi, Sh. Bhim Sain, Sh. Ombir Singh and Sh. B.K. Jaggi as PW1, PW2, PW3 and PW4 respectively thereafter plaintiff's evidence was closed. On the other hand, despite of giving numerous opportunities, defendant did not prefer to bring any evidence in its defence and as such vide order dated 21.04.2008 opportunity of defendant to lead its evidence was closed.
8. PW1 Sh. Manoj Joshi, in his testimony tendered by way of affidavit, which is Ex.P1, has reiterated the contents of the plaint and the documents Ex.PW1/1 & Ex. PW1/45 relied upon by the plaintiff are also proved on record, which are as follows:
(i). Resolution authorizing Sh. Manoj Joshi to file the present suit. : Ex.PW1/1
(ii). The Memorandum & Articles of Association of plaintiff company. : Ex.PW1/2
(iii). Various invoices whereby the goods were despatched to the defendant. : Ex.PW1/3 to M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 8 of pages 18 Ex.PW1/14.
(iv). Respective delivery challan of the aforesaid invoices. : Ex.PW1/3A to Ex.PW1/14A.
(v). Sales Tax Declaration Form ST1/ST35. : Ex.PW1/3B to Ex.PW1/14B
(vi). Various reminders sent by the plaintiff to the defendant to clear the outstanding dues : Ex.PW1/15 to Ex.PW1/25.
(vii). Statement of Accounts for the period from 01.04.1998 to 31.08.1999. : Ex.PW1/26 (colly.).
(viii). Various Cheque Returning Memos. : Ex.PW1/27 to Ex.PW1/41.
(ix). Copy of Legal Notice dated 07.03.2000 : Ex.PW1/42.
(x). Postal Receipt. : Ex.PW1/43.
(xi). AD Card. : Ex.PW1/44.
(xii). UPC Receipt. : Ex.PW1/45.
During cross examination, he stated that the Delhi business of the plaintiff company during the period 19982000 was looked after by Sh. A.K. Thakur and Sh. Om Prakash, who were the Branch Managers during different tenure. He showed his ignorance as to whether any resolution was passed by the alleged Board of Directors before filing the suit. He also showed his ignorance as to whether any minutes book were written in respect of any resolution filed by the plaintiff company before the Court, however, he volunteered that it might have been written. He conceded that no minutes book was written before filing the present suit. He also conceded that no M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 9 of pages 18 minutes book has been filed on record. He denied the suggestion that plaintiff company is not registered under the Companies Act or that he is not the Director of the plaintiff company and is not competent to sign, verify and file the present suit. He expressed his ignorance as to who represented the defendant in respect of the transaction in dispute as he was permanently settled at Mumbai and stated that only A.K. Thakur and Om Prakash can depose the same. He further testified that he is aware that the surname of the person concerned is Mr. Khandelwal, with whom he met in the year 199899 at Chawri Bazar at the address of the defendant, but he is not aware of his first name. He could not tell the address of the defendant firm and also conceded that all the alleged challans, invoices etc, were not signed in his presence. All the pleadings and affidavit of evidence are based on the record maintained at Delhi address of the plaintiff company and he does not have any personal knowledge, although he can tell the dates, invoice number and other particulars from seeing the record. He denied the suggestion that Ex.PW1/1 is a fabricated and manipulated document and no amount is due from the defendant to the plaintiff. He also denied that invoices Ex.PW1/3 to 14 and challans are manipulated documents.
PW2 Sh. Bhim Sain is the formal witness from Union Bank of India, Chawri Bazar, Delhi, who brought the summoned record pertaining to the defendant's bank for the period of 01.08.1998 to 31.08.1999 to reflect the fate of various cheques issued from the account no.28508, which is Ex.PW2/1. The relevant entries have been underlined in red colour and marked as A to G. M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 10 of pages 18 During cross examination, he stated that he has no personal knowledge about the aforesaid cheques and he is not aware as to in whose name and on what account the said cheque were issued.
PW3 Sh. Ombir Singh is also the formal witness from Syndicate Bank, Kashmere Gate, Delhi, who brought the summoned record in respect of plaintiff's previous account no.2662 and presently 9032.101.1176 showing the fate of cheques issued by defendant and presented in plaintiff's account. He confirmed that various cheques issued by the defendant were got dishonored on presentation and some of the cheques were even dishonoured twice. He also produced the relevant record Ex.PW3/1.
During cross examination, he conceded that he was giving the evidence as per the record brought by him and he had no personal knowledge about the transactions/cheques etc. He also admitted that he did not know as to who were the drawer of the cheques and on what account the cheques were given.
PW4 Sh. B.K. Jaggi, brought the certificate issued by Sub Postmaster that the summoned recorded has been weeded out. The certificate is Ex.PW4/1.
9. The Defendant led no evidence in its defence despite of giving numerous opportunities and ultimately, opportunity of the defendant to lead its evidence was closed.
10. I have carefully heard the submissions made before me. I have also perused the entire material placed in the file.
M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 11 of pages 18
11. My issue wise findings are as under:
12. For convenience sake, firstly I shall proceed to decide issue no.2.
13. Issue no.2: Whether the suit is liable to be dismissed for want of cause of action?
OPD.
The onus to prove this issue has been placed upon the defendant. The expression 'cause of action' means essential facts constituting the right and its infringement which entitles a person to sue the wrong doer or defaulter or any one liable for it. To establish that the plaint does not disclose the cause of action, the onus always lies upon the defendant and in the present case the defendants have claimed in preliminary objection no.2 of the Written Statement that the suit of the plaintiff is liable to be dismissed being absolutely malafide and discloses no cause of action whatsoever in favour of the plaintiff and against the defendant. The plaintiff has denied this plea in the para 2 of his replication.
To enable a court to reject a plaint on the ground that it does not disclose cause of action, it should look at the plaint and nothing else. Besides the plaint, the documents upon which the plaintiff has relied his claim can also be looked into. A careful scrutiny of plaint discloses that the plaint has fully disclosed the cause of action in favour of plaintiff and against the defendant and the relief claimed is not under valued. The plaintiff has fully complied with the provisions of Rule 7 of Order VII and the summons were duly served upon the defendant as per rule 9 of Order V. Thus, the plaint has fully disclosed the M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 12 of pages 18 cause of action in favour of plaintiff and against the defendant and therefore the issue stands decided in favour of plaintiff and against the defendant.
14. Issue no.1: Whether the suit has not been filed by duly authorized person?
Onus on parties.
The onus to prove this issue has been placed upon the parties. The defendant has taken a preliminary objection in his Written Statement that the suit is not filed, signed and verified by the competent and authorized person. It is also stated that Sh. Manoj Joshi is not competent to file, sign and verify the suit on behalf of plaintiff company M/s Klipco Sales Pvt. Ltd. The present suit was filed in the year 2000 and at the time of institution of the suit, Sh. Manoj Joshi, who signed as Director of the plaintiff company was not authorized and was having no power to file the present suit and as such, the suit is not maintainable. It is well settled proposition of law that Director is not competent to file any suit on behalf of company until and unless specific power is conferred upon him by duly approved/passed resolution. Although, the plaintiff, in this case to fill up the lacuna, has filed a resolution dated 01.03.2004 and proved the same as Ex.PW1/1 but the same is of no help to the plaintiff as Mr. Manoj Joshi, the Director of the company, is not competent to file suit on behalf of plaintiff company as no specific power is conferred upon him to do so. In his said submission, Ld counsel for defendant has placed reliance upon a judgment reported as AIR 2002 Delhi 239 titled as Rajghria Paper Mills Ltd. Vs. General Manger, Indian Security Press and M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 13 of pages 18 another.
The plaintiff while rebutting the aforesaid claim of the defendant in its replication has taken the stand that the objection is false and baseless as the same has taken by the defendant to put a paper burden on the record as Sh. Manoj Joshi is one the Directors of M/s Klipco Sales Private Limited and is a competent and authorized person to file, sign and verify the present suit and in order to enable him to do so, a resolution dated 01.03.2004 Ex.PW1/1 has been executed in his favour by the Board of Directors. In the instant suit the defendant has been failed to bring any document on record to show that the said Mr. Manoj Joshi is not the Director of the plaintiff company and he is not competent to act on behalf of plaintiff company. The defendant has made only bald allegation that too without any cogent reason or documentary evidence. On the other hand the plaintiff has shown the document Ex.PW1/1, which is Resolution dated 01.03.2004, wherein it has been specifically mentioned that Mr. Manoj S. Joshi, Director of company is hereby authorized to attend negotiate, deal, finalize all matters and sign legal documents in court case in regard to the present matter and in the said document Mr. Manoj Joshi has been shown as one of the Directors of the plaintiff company.
After giving due thoughts to the aforesaid rival submissions, I have come to the considered opinion that there is substance in the claim of Ld. counsel for defendant that the present suit is liable to be dismissed as the same has not been filed by the duly authorized person. The plaintiff has proved on record Resolution dated 01.03.2004 Ex.PW1/1 executed in favour M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 14 of pages 18 of Sh. Manoj Joshi by the Board of Directors of plaintiff company but the present suit was filed in the year May, 2000 and at the time of institution of the suit, Sh. Manoj Joshi, who signed as Director of the plaintiff company was not authorized and was having no power to file the present suit. It is well settled law that a Director is not competent to file any suit on behalf of company until and unless specific power is conferred upon him by duly approved/passed resolution.
It AIR 2002 Delhi 239 titled as Rajghria Paper Mills Ltd. Vs. General Manger, Indian Security Press and another it has been held as under: "Company Act (1 of 1956), S. 291 - Company Director - Not competent to file suit on behalf of company, unless specific power is conferred upon him - No Proof tendered in instant case to provide that the Director, who filed the suit was duly so authorized."
Bare perusal of the resolution Ex.PW1/1 reflects that the said resolution was passed after a gap of about four years from the date of filing of the suit and even in the said resolution, the limited powers were given to Sh. Manoj S. Joshi, but no power to file, sign, institute the suit was given and even he was not authorized to depose as witness on behalf of the plaintiff company. Thus it can not be said that the suit has been filed by duly authorized person. In the decision in Ms. Nibro Limited Vs. National Insurance Co. Limited AIR 1991 Delhi 25, after taking not of a series of decision on the subject, the view taken by Hon'ble High Court of Delhi was that unless a power to institute suit is specifically conferred on a particular director, he has no authority to institute M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 15 of pages 18 suit on behalf of the company. It must, therefore, follow that although the plaint was signed and verified properly but the suit was not instituted by a duly authorized person on behalf of the plaintiff.
Further, no minutes book was produced or referred in the entire evidence or pleadings by way of affidavit filed by Sh. Manoj Joshi in respect of the resolution Ex.PW1/1 relied upon by the plaintiff and in the absence of minute book, the resolution can not be relied upon.
In Escorts Ltd. Vs. Sai Autos Limited cited as 1999 Rajdhani Law Reporter Page 430 at para no.14, it was observed by the Hon'ble Delhi High Court that, "The manner in which such a resolution of the Board of Directors of Companies are to be proved, is clearly stated by Hardy, J. in Oberio Hotels (India) Pvt. Ltd. Vs. M/s Observer Publications (S.N.469/86) that "the only way to prove that a particular resolution was passed at a meeting of the Board of Directors of a company is that the minutes book in which the said resolution was recoded a having been passed should be produced in Court as that alone can form evidence of the fact U/s 194 of the Companies Act."
Even the evidence of PW1 Sh. Manoj Joshi can not be relied upon as there was no resolution in his favour, as stated above, and further, the said witness was not competent to depose and he had no knowledge of the case.
In view of above, it can not be said that the suit has been filed by duly authorized person. Resultantly, suit of the plaintiff is liable to be dismissed. Thus, issue is liable to be decided against the plaintiff and in favour of defendant. Same stands decided accordingly.
M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 16 of pages 18
15. Now I shall take issues no.3, 4 & 5.
16. Issue no.3: Whether the suit is bad for non joinder of necessary parties? OPD. Issue no.4: Whether the plaintiff is entitled to the relief of the suit amount as prayed for? OPP.
Issue no.5: Whether the plaintiff is entitled to the interest, if so, at what rate? OPP.
Since, while giving my findings of issue no.1, I have already held that the suit as filed on behalf of the plaintiff company is not filed duly authorized person and the suit of the plaintiff deserves to be dismissed, so there is not need to give findings on issues no.3, 4 & 5.
17. Relief: In view of my findings on the aforesaid issues, mainly on issue no.1, the suit of the plaintiff is liable to be dismissed being not filed by duly authorized person. Same stands dismissed accordingly.
18. Decree Sheet be prepared accordingly
19. File be consigned to Record Room after completion of necessary formalities.
(Announced in the open court (RAKESH KUMAR)
today on 27.03.2010) ADDL. DISTRICT JUDGE20 (C)
M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 17 of pages 18
Suit No. 1244/08
M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons 27.03.2010 Present: As before.
Vide a separate judgment, suit of the plaintiff is dismissed. Decree Sheet be prepared accordingly File be consigned to Record Room after completion of necessary formalities.
(RAKESH KUMAR) ADJ20 (C)/DELHI/27.03.2010 M/s Klipco Sales P. Ltd. Vs. M/s R. L. Khandelwal & Sons (Suit No.1244/08) Page no. 18 of pages 18