INDEX
1. LIABILITY OF A DIRECTOR
2. LIABILITY OF AN INDEPENDENT DIRECTOR
3. LIABILITY OF A PARTNER
4. COMPARISON BETWEEN LIABILITY OF A
DIRECTOR AND PARTNER
5. LIMITED LIABILITY PARTNERSHIP
6. CONCLUSION
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LIABILITY OF A DIRECTOR SECTION WISE |
CIVIL/CRIMINAL
LIABILITY TO BE PAID |
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166 of CA,2013 (Duties of director) 1.To act
in accordance with article of association[1] 2.To act
in good faith[2]
and to promote the interests of the company for the benefit of stakeholders[3] 3. To
exercise due and reasonable care, skill and diligence and exercise
independent judgement[4] [5] 4. To
not have direct or indirect interest in conflict with interests of company.[6] [7] [8]
|
Fine-
Between 1 Lakh to 5 Lakh Offence
should be compoundable in terms of s.441 of the Act. |
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SECTION |
CIVIL/CRIMINAL
LIABILITY TO BE PAID |
|
5.Directors shall not profiteer
at the cost of the company[9] |
|
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Section 195 In the case where a director or
a member of key managerial personnel enters into forward dealing in
securities of a company, he will be punishable. |
Imprisonment for up to
two years; a fine ranging from INR0.1 million to INR0.5 million. Both
imprisonment and a fine can be imposed. He will also be liable to surrender
the acquired securities to the company |
|
Section 196 In the case where a director or
a member of key managerial personnel enters into insider trading, he will be
punishable. |
Imprisonment for up
to five years; a fine ranging from INR 0.5 million to INR 250 million, or
three times the amount of profit made out of the insider trading (whichever
is higher). Both imprisonment and a fine can be imposed. |
|
The directors and other officers
of a company for which a winding up order has been passed by the Tribunal
must submit the company's complete and audited books of accounts to the
liquidator specified by the Tribunal within 30 days of the passing of the
winding up order. In the case of a contravention of this provision, the
director or officer can be liable. |
Imprisonment for up
to six months. A fine ranging from INR 25,000 to INR 0.5million. Both
imprisonment and a fine can be imposed. |
|
The promoters, directors,
officers and employees must extend full cooperation to the company
liquidator in relation to the winding up proceedings. In the case of
contravention of this provision, they can be liable. |
Imprisonment for up to
six months. A fine of up to INR 50,000. Both imprisonment and a fine can be
imposed. |
|
Section
129 The board needs to lay
the financial statements for approval and adoption at the annual general
meeting of the shareholders.[12][13] |
If a company
contravenes the provisions of this section, the managing director, the
whole-time director in charge of finance, the Chief Financial Officer or any
other person charged by the Board with the duty of complying with the
requirements of this section and in the absence of any of the officers
mentioned above, all the directors shall be punishable with imprisonment for
a term which may extend to one year or with fine which shall not be less than fifty
thousand rupees but which may extend to five lakh rupees, or with both.[14] |
|
Section
134 The directors are
responsible for devising proper systems to ensure compliance with the
provisions of all applicable laws and to ensure that such systems are
adequate. |
Imprisonment
for a term which may extend to three years or with fine which shall not be
less than fifty thousand rupees but which may extend to five lakh rupees, or
with both. |
|
Section
135 Director needs to ensure
that the company complies with obligations relating to corporate social
responsibility provided under Section 135. |
General
penalty under section 450 read with section 451 |
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SECTION
447 Fraud in relation to a
company or any body corporate, includes any act, omission, concealment of any
fact or abuse of position, with the intent to deceive, to gain undue
advantage from, or to injure the interests of, the company/its shareholders/ its
creditors/any other person, whether or not there is any wrongful gain or
wrongful loss.[15][16][17] |
Imprisonment for a term
ranging from six months to ten years, and also a fine ranging from the amount
involved in the fraud to three times the amount involved in the fraud. |
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Certain offences under SEBI Section
27 Where an offence under this Act has been committed by a company, every
person who at the time the offence was committed was in charge of, and was responsible
to, the company for the conduct of the business shall be deemed to be guilty
of the offence and shall be liable.(If done with his knowledge). |
If any person contravenes
the provisions of the Act or fails to comply with any orders of adjudicating
officer , he shall be punishable with imprisonment for a term
which may extend to [ten years, or with fine, which may extend to twenty five
crore rupees or with both].[18] |
|
Section 8 Violation of provisions relating to not for profit companies |
Imprisonment for
a term which may extend to three years or with fine which shall not be less
than twenty-five (25,000) thousand rupees but which may extend to twenty-five
(25,00,000) lakh rupees, or with both.[19] |
|
Section 42 Violation of provisions
relating to subscription of securities on private placement[20] |
Penalty may
extend to the amount involved in the offer or invitation or Rupees two crores.[21] |
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Section 46 (5) Issue of duplicate share
certificates with an intent to defraud. |
Liable under
section 447 (fraud).[22] |
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Section 74 (3) Failure to repay deposits
within specified time |
Imprisonment
which may extend to seven years or with fine which shall not be less
than twenty fifty lakh rupees but which may extend to two crore rupees, or
with both. |
|
Section 7(6) Furnishing of any false
or incorrect particulars of any information or suppressing any material
information in any of the documents filed with the Registrar of Companies in
relation to the registration of a company |
Cognizable offence. Liable under section 447
(fraud). |
|
Section 34 Including in the
prospectus any statement which is untrue or misleading in form or context in
which it is included or where any inclusion or omission of any matter is likely
to mislead. |
Liable under section 447[23] |
|
Section 56 Default relating to
transfer and transmission of shares with an intent to defraud; |
Punishable under s.629A with fine upto Rs.5000 and
where the contravention is a continuing one, with a further fine up to Rs.500
for every day of default. |
|
Section 66(10)-Offences
relating to reduction of share capital |
Liable under section 447[24] |
INDEPENDENT DIRECTORS
The Act, 2013, restricts
and limits the liability of ID’s to the matters which are directly relatable to
them. Section 149 (12) limits the liability of an ID “only in respect of acts
of omission or commission by a company which had occurred with his knowledge,
attributable through board processes, and with his consent or connivance or
where he had not acted diligently”.
Nominee directors, despite
not being considered as ‘independent’ under the new definition, would
nevertheless be eligible for immunity, as long as they are non-executive.
CONCLUSION
The new concept of having
ID is a welcome step for corporate governance in India. The Act, 2013 has
conferred greater empowerment upon ID’s to ensure that the management &
affairs of a company is being run fairly and smoothly. Hence, they would
not do something unfair for which they would be held accountable.
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LIABILITIES OF A PARTNER
OF A FIRM |
|
1. To carry
on the business to the greatest common advantage (Section 9) 2. To
render true accounts and full information of all the things affecting the
firm (Section 9) 3. To
indemnify the firm for loss caused by fraud (Section 10) 4. Attend
diligently to his duties in the conduct of the business of the firm (Section
12-b) 5. Attend
to the business of the firm diligently and is not entitled to receive
remuneration (Section 13 1(a)) 6. To
indemnify the firm for loss caused by willful neglect (Section 13 (i)) 7. Liability
to share loss 8. To hold
and use the property of the firm exclusively for the purposes of business of
the firm (Section 15) 9. To
account for profits of a competing business carried on by him (Section 16
(b)) 10. To
account for any losses ensuing from any act committed by him 11. Cannot
assign or transfer his partnership interest (Section 29 sub section (1 and
(2)) |
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LIABILITIES OF A PARTNER TO THIRD PARTIES: |
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1. Liability of a partner for acts of the firm: Every partner is jointly and severally liable for all acts of the firm
done while he is a partner. Because of this liability, the creditor of the
firm can sue all the partners jointly or individually. 2. Liability of the firm for wrongful act of a partner: If any loss or injury is caused to any third party or any penalty is
imposed because of wrongful act or omission of a partner, the firm is liable
to the same extent as the partner. However, the partner must act in the
ordinary course of business of the firm or with authority of his partners. 3. Liability of the firm for misutilisation by partners: Where a partner acting within his apparent authority receives money or
property from a third party and misutilises it or a firm receives money or
property from a third party in the course of its business and any of the
partners misutilises such money or property, then the firm is liable to make
good the loss. 4. Liability of an incoming partner: An incoming partner is liable for the debts and acts of the firm from
the date of his admission into the firm. However, the incoming partner may
agree to be liable for debts prior to his admission. Such agreeing will not
empower the prior creditor to sue the incoming partner. He will be liable
only to the other co-partners. 5. Liability of a retiring partner: A retiring partner is liable for the acts of the firm done before his
retirement. But a retiring partner may not be liable for the debts incurred
before his retirement if an agreement is reached between the third parties
and the remaining partners of the firm discharging the retiring partner from
all liabilities. After retirement the retiring partner shall be liable unless
a public notice of his retirement is given. No such notice is required in
case of retirement of a sleeping or dormant partner |
Comparison
between the liabilities of a director and a partner
1. TRUSTEE
DIRECTORS
The
directors of a company are trustee for the company, and with reference to their
power of applying funds of the company and for misuse of power they could be
rendered liable as trustee and on their death, the cause of action survives
against their legal representatives[25].Another
reason why directors have been described as trustee is the peculiar nature of
their office. Some of their duties to the company are of same nature as those
of trustees. For example, they, like trustees, occupy a fiduciary capacity and
position. Moreover, almost all the power of directors are powers held in trust,
such as power to make calls, to forfeit shares, to issue further capitals, the
general power of management and the power to accept or refuse a transfer of
shares, are all the powers in trust which have to be exercised in good faith or
the benefit of the company as a whole. Their position is that of a constructive
trustee.[26]
PARTNERS
It can be drawn that as per Section 9 of the
Indian Partnership Act, 1932, a partner must observe the utmost good faith in
his dealings with the other partners. He is bound to render accounts of the
partnership assets in his hands. But in the absence of special circumstances he
cannot be regarded as a kind of trustee for the other partners or liable to
render accounts to them in a fiduciary capacity. Further, Section 21 of the Act
enumerates the fact that a partner must act in emergency as a normal prudent
person would normally do for the benefit of the firm and such acts binds the
firm.[27]Partnership itself does
not create a fiduciary relation between the partners or make one of them a
trustee for the other or for his representatives. The relation may, however,
arise on the death of one of them or be created by other special circumstances.[28]
A partner failing to pay moneys in his hands and received by him on account of
the partnership was not liable to be imprisoned under s. 4(3) of the Debtors
Act 1869 as a person “acting in a fiduciary capacity” within the meaning of
that statute. Hence, the managing partner cannot held liable on acting in the
capacity of fiduciary relationship between one of the partner.[29]
2.
AGENT
DIRECTORS
It is clearly
recognized as early as 1866 in Ferguson V Wilson542 that directors are in the
eyes of law, agents of the company. The general principle of agency, therefore
govern the relations of directors with the company and of persons dealing with
the company through its directors. Where the directors contract in the name,
and on behalf of the company, it is the company which is liable on it and not
the directors.[30]
The notice to a director will amount to notice to the company only if the
director is, like an agent, bound in the course of his duty to receive the
notice and to communicate it to the company[31]
[32].
It should, however, be remembered that they are the agents of an institution and not of its
individual members except when that relationship arises due to the special
facts of a case.[33]
PARTNERS
Partners like directors of a company, are agents of the firm[34].
However, unlike directors partners are agents of each other and are jointly and
severally liable for the acts of the firm.[35]
The partner has implied authority to bind for the act of the firm[36]
and hence an attorney is legally authorized to institute a complaint on the part
of the firm, notwithstanding the fact that it was employed by one of the
partner with or without the consent of the other partners.[37]
The partners, in a firm may, by contract between the partners, extend or
restrict the implied authority of any partner[38]. However, there
arise a difference between the statutory restrictions contained in section
19(2) and those imposed by the partnership deed is that while the former are
binding upon every person contracting with the firm, whether he has knowledge
of them or not, the latter are not effective against a party who has no
knowledge of them[39]. The wrongful act
committed by a partner despite no knowledge of the same to the other partner,
binds the firm.[40]
[41]
It is within the implied authority of the partner to borrow money on the credit of the
firm.[42] Partner can bind the firm by a bill or note, upon which
money may be obtained, by the everyday process of discounting; and pledge
partnership goods .Thus, the misapplication of money borrowed by the partner
acting within his apparent authority binds the firm as per Section 27(1) of the
Indian Partnership Act, 1932.[43]
3.
TORTS
DIRECTORS
If the funds of
the company are used for a purpose foreign to its memorandum, the directors
will be personally liable to restore to the company the funds used for such
purpose[44].
Where the directors represent to the third party that the contract entered into
by them on behalf of the company is within the powers of the company while in
reality the company has not such powers under its memorandum, the directors
will be personally liable to third party for his loss on account of the breach
of warranty of authority[45].
The director can make a company liable for any tort, if he shows that - (1)
That the activity in the course of which it has been committed falls within the
scope of memorandum , and (2) That the servant committed the tort within the
course of his employment.
PARTNERS
Partners are
jointly and severally liable for the wrongful acts or omissions of any of them
which causes loss or damage to third persons, if such acts are either done by a
partner in the ordinary course of the firm’s business or with authority of his
co-partners. They are jointly and severally liable where a partner receives and
misapplies the money or property of a third person while acting within the
scope of his apparent authority and when the firm receives, in the ordinary
course of its business, money or property which is misapplied by one or more of
the partners while in the firm’s custody. [46]
4. WINDING
UP
DIRECTORS
It is a general rule that liability of directors is
limited. However the claims may arise because all has not been well with the
company and that certain decisions were taken by Director / Directors who need
to be held accountable for that decision. Normally, such claims relate to the
fraudulent conduct of business when a company is in the course of winding up.
These claims will arise when the company continues to carry on business and
incur debts at a time when there is, to the knowledge of the Directors, no reasonable
prospect of the creditors ever receiving payment of those debts. The Directors
are personally liable in such a case for such debts of the company.
PARTNERS
Liability of a partner is unlimited. Where there are
joint debts due from the firm, and also separate debts due from any partner,
the property of the firm shall be applied in the first instance in payment of
the debts of the firm, and, if there is any surplus, then the share of each
partner shall be applied in payment of his separate debts or paid to him. The
separate property of any partner shall be applied first in the payment of his
separate debts, and the surplus (if any) in the payment of the debts of the
firm.[47]
The partners cannot escape their liability to third
parties for acts done even thereafter unless public notice of dissolution is
given. These provision emphasis the necessity of giving a public notice before
a partner could terminate his future liability whether it is a case of
dissolution, retirement or expulsion.[48]
5. RETIREMENT
DIRECTORS
Directors are liable for acts done before the date of his
retirement. The date he has been out of the Board of Directors he is not liable
for the acts done after that.
PARTNERS
A retiring partner
continues to be liable to the third parties for the acts of the firm done
before his retirement and all transactions of the firm that had begun, but were
unfinished at the time of his retirement. He can be released from the liability
if other partners and creditor consents to it.
A retiring partner as well
as the firm continues to be liable to the third parties for the acts of the firm
done after his retirement until a public notice is given of his retirement.
A retiring partner is not
liable to any third party who deals with the from without knowing that he was a
partner, even if a public notice of his retirement has been given.
LIMITED LIABILITY PARTNERSHIP
Limited
liability partnership is the hybrid of a company and a partnership. Although
LLP Act has incorporated some provisions in tune with Partnership Act and Companies Act, but it differs in
several aspects. Partnership Firm is not a legal entity like a company, it is a
group of individual partners[49]. In Partnership, Firm
name is only a compendious name given to the partnership and the partners are
real owners of assets and partnership firm is not a distinct legal entity[50]. But, LLP per se is a body corporate formed and
incorporated under the LLP Act and legal entity separate from that of its
partners. Any change in the
partners of a LLP shall not affect its existence, rights or liabilities. So, an
LLP should have perpetual succession.
LIABILITY
OF A PARTNER IN A LLP
The
partners in an LLP have a limited liability. Unlike in Partnership, where a
partner is also liable for the acts of other partners, in an LLP, a partner is
not liable for another partner’s act. No partner would be liable for
independent or unauthorised acts of the other partners or for their misconduct.
Every partner of an LLP, for the purpose of business of the LLP is the agent of
the LLP, but not of the other partners. The LLP is liable if a partner of a
limited liability partnership is liable to any person as a result of a wrongful
act or omission on his part in the course of the business of the limited
liability partnership or with its authority. An
obligation of the limited liability partnership whether arising in contract or
otherwise, shall be solely the obligation of the limited liability partnership. A partner cannot be made liable for
the obligations of the limited liability partnership. A partner is not
personally liable, directly or indirectly for an obligation of LLP solely by
reason of being a partner of the LLP. The liabilities of the LLP shall be met
out of the property of the limited liability partnership. The partnership firm
would be liable to the full extent of its assets, while the partner would be
liable only to the extent of their agreed contribution. But these protections
do not affect the personal liability of a partner for his own wrongful act or
omission. An LLP is not bound by
anything done by a partner in dealing with a person if the partner in fact has
no authority to act for the LLP in doing a particular act and the person knows
that he has no authority or does not know or believe him to be a partner of the
LLP.
LIABILITY IN CASES OF HOLDING OUT
Section 29 of
the LLP Act, 2008 provides for the extent of liability of LLP in cases of
holding out. It states that any person, who by words spoken or written or by
conduct, represent himself, or knowingly permits himself to be represented to
be a partner in an LLP is liable to any person who has on the faith of any such
representation given credit to the limited liability partnership. In such
situation, it doesn’t matter whether the person representing himself or represented
to be a partner does or does not know that the representation has reached the
person so giving credit.
FRAUD- AN
EXCEPTION TO LIMITED LIABILITY
According
to section 30, if LLP or any of its partners carry out an act, with intent to
defraud creditors of the LLP or any other person or for any fraudulent purpose,
the liability of the LLP and the partners who acted with intent to defraud
creditors or for any fraudulent purpose shall be unlimited for all or any of
the debts or other liabilities of the LLP.
FINE-
Each person who was knowingly a party to the fraud business shall be punished
with imprisonment for a term which may extend to two years and with fine which
shall not be less than fifty thousand rupees but which may extend to five lakh
rupees.
CONCLUSION
The liability of a director is limited while the
liability of a partner is unlimited. However, with the emergence of the concept
of LLP even this difference between the two has reduced.
[2]
Good faith as defined under s.52 of
IPC,1860 and s.2(h)of Limitation
Act,1963-“Nothing is said to be done or believed in good faith which is done or
believed without due care and attention.”
N.Subramania Iyer v. Official Receiver, AIR 1958 SC 1 – Good faith may exist in spite
of negligence. Municipality of Bhiwandy and Nizampur v. Kailash Sizing Works,
AIR 1975 SC 529. Not in good faith – When a person is aware of possible harm
and acts in spite of it, his action is reckless and in the eyes of law, mala
fide.
[3]
This does not necessarily suggest
that benefits should accrue to the stakeholders as a result of their action.
[4]
A director is expected to exercise reasonable care in the performance of
duties, making use of his experience and knowledge. What constitutes
“reasonable care” would be measured by the care a reasonable man would take in
the performance of his duties. It is not for the court to test as to what is
reasonable. If in spite of the exercise of such reasonable care damages are
occasioned by errors in his judgment, the director shall not be faulted as held
in Brazilian Rubber Plantations &Estates Ltd, In re.
[5]
In Union Bank of Allahabad, In re, it was held that where directors are required
by the articles of association to control the management and when they blindly
trusted dishonest manager, they were acting unreasonably if not dishonestly.
[6]
Nanalal Zaver v. Bombay Assurance co. Ltd, 20 Comp Cas 179; D.C. Mehta,
Official Liquidator of Gaya Sugar Mills Ltd. v. Jogeshwar Prasad ,1976 Comp Cas
671 (pat.).Held that while acting in the interest of the company if they
promote their own interests, they cannot be considered as having committed any
breach of duty.
[7]
Fateh Chand Kad v. Hindsons(Patiala) Ltd, 27 Comp. Cas. 340.
Held that a director stands in a fiduciary position to the company and is to
guard the company’s interest and not enter into engagements which may conflict
with such interests.
[8]
Cape Breton, In re, 299 Ch.D 795(CA), it
was held that if a director sells his own property to the company without
disclosing his interest , the company may repudiate the contract and return the
property but if it adopts the contract, no claims lie against director.
[9]
Regal (Hastings) Ltd. v. Gulliver,1 All ER 378; Boston Deep Fishing & Ice
Co. v. Ansell, All ER 65 (CA). A director is not expected to retain the profit
that he has made by reson of the opportunities that have arisen consequent upon
the position held by him in the company even if he has acted in complete
probity.
[10]
In line with the principle of “Delegatus non potest delegare”, the director
cannot delegate his office as he has been appointed by the members in exercise
of their prerogative power.
[11]Oriental
Metal Pressing (P) Ltd. v. Bhaskar Kashinath Thakoor. Nomination of successor
does not amount to delegation
[12]
Financial statements of all companies from the financial year 2014-15 onwards
would be required to be prepared in the manner prescribed in schedule III.
[13]
Companies (Accounting Standards) Amendment Rules, 2016. The Amendment grant
reliefs to wholly-owned or partially owned companies if their ultimate or any
intermediate holding company prepares a Consolidated Financial Statement.
[14]
The 2013 Act does not distinguish between the fact that whether a default has
been committed willfully or not, for the purpose of imprisonment as was the
case under the 1956 Act.
[15] Sunil Mittal v. CBI where it was held that if the Company is an
accused, vicarious liability is not automatically imputed in the absence of a
statutory provision to that effect. For any offence involving mens rea, the intent and
action of the individual who acts on behalf of the company is to be shown.
Sufficient evidence of active role coupled with criminal intent must
necessarily be shown for a director to be made accused along with the company.
[16] Gunmala Sales v. Anu Mehta that although there is no deemed liability of
the directors in absence of statute, if the complainant makes out a case
whereby the specific acts may be attributable to the director in question such
that at the ‘relevant time’ the director was in charge or in actual control
over the actions that took place, the director may be held accused and subsequently
vicariously liable for the actions of the company.
[17] Sabitha Ramamurthy v. R.B.S Channabasavaradhya where
the court said that for a director to be made an accused for actions of the
company, specific allegations as to the part played by the director in the
illegal transaction and also specific evidence in this regard needs to be
brought out. Only when these conditions are satisfied can a director be validly
made an accused in a criminal case.
[18] Section 24 of SEBI Act.
[19] If proved affairs of the company
were conducted fraudulently, liable under s.447 of CA, 2013.
[20] Private company undertaking a
private placement not in accordance with s-42 will deemed to be a public offer
(contrary to s-23 of CA, 2013) and will be liable under s-447 as well as
s-42(10).
[21] As the penalty prescribed under
this section is a fine, the offence may be compounded under s.441 of the
CA 2013.
[22] Compounding not permitted under
s.441 as the punishment included was imprisonment. NCLT has been invested with
power to compound offences. In re, Reliance Industries Ltd., (1997) 89 Comp.Cas.,67
(CLB) – Compounding was allowed by registrar of companies.
[23] Section 25(4) of CA, 2013
requires two directors or not less than one-half of the partners of the firm to
sign the deemed prospectus authorizing its issue. Section 26(4) of CA, 2013
mandates every director or his duly authorized attorney to sign the prospectus
before it is issued. Therefore, the directors could be directly held liable for
misstatement or an untrue statement in the prospectus as held in I.B. Rao v.
Registrar of Companies,(2007) 137 Comp.Cas.469(AP).
[24] As the section uses the word
“knowingly” mens-rea is required to be proved.
[25] Sankaram Nambiar V kottayam Bank
AIR 1946 Mad 304
[26] Singh Avtar on company Law 15th
Ed. 2007 page 267
[27] Prem Ballabh Khube v. Mathura
Datt, Bhatt, AIR 1967 SC 1342
[28] Halsbury, Hardinge Stanley
Giffard, Sanagan and Gerald D., Halsbury’s Laws of England 822 (3d ed. 1954)
[29] Piddocke v. Burt ,(1894) 1 Ch.
343
[30] Kuriakos V PKV Group Industries,
(2002) 111 Comp Case 826 Ker-Thus where the plaintiff supplied certain goods to a company through its chairman, who
promised to issue him a debenture for the price, but never did so and the
company went into liquidation, he was held not liable to the plaintiff
[31] Section 229 of Indian Contract
Act 1872
[32] in Hampshire Land Co., Re,
(1896) 2 Ch. 743- Where one person is an officer of two companies, his personal
knowledge is not necessarily the knowledge of both the companies unless he is
under a duty to receive the notice and to communicate it to the other
[33][33] Singh Avtar on company Law 5th Ed. Page 266 .
Sarathi Leasing Finance Ltd. V B. Narayana Shetty, (2006) 107 Comp Case 606 -
For a loan taken by a company, the directors, who had not given any personal
guarantee to the creditor, could not be made liable merely because they were
directors.
[34] Section 18 of Partnership
Act,1932 (PA ACT,1932)
[35] Section 25 of PA,1932
[36] Section 19 of PA,1932
[37] Purushottam Umedbhai & Co. v.
Manilal and Sons , AIR 1961 SC 325
[38] Section 20 of PA, 1932
[39] Motilal v. Unnao Commercial Bank, (1930)
32 Bom LR 1571- Firm held liable when one of the partners borrowed
money by accepting a bill of exchange despite restrictions on borrowing
contained in the partnership deed, the other party knowing nothing of the
restriction
[40] Hurruck Chand v. Gobind Lal Khetry, (1906)
12 CWN 1053
[41] Section 26 of PA, 1932
[42] Earnect
H. Scamell, Earnest H. Scamell 77 (12 ed 1962)
[43] Kaicker Typewriter Exchange v. Ram Narain
Mehra, (1970) ILR Delhi 384
[44]
Jehangir R Modi V Shamji Ladha (1867-68) 4 Bom H.C.R. 185
[45] Weeks
v. Propert (1873) L.R. 8 C.P. 427
[46] Law of
Partnership in India, S.D. Singh and J. P. Gupta, 5th edition
[47] Section 49 of PA, 1932
[48] Section 45 of PA,1932
[49] Comptroller & auditor
General v. Kamlesh Vadilal Mehta, (2003) 2 SCC 349
[50] N. Khadervali Saheb v. N. Gudu Saheb, (2003) 3 SCC 229, Malabar
Fisheries Co. v. I.T. Commissioner, Kerala, AIR 1980 SC 176
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