Judgment:
L. Narasimha Reddy, J.
1. In this batch of Civil Miscellaneous Appeals, the appellants challenge the judgments dated 17-01-2008, rendered by the Court of II Additional District Judge, Kadapa, at Proddatur, in appeals preferred by the respondents, in O.S. Nos. 41, 51, 50, 52, 42, 53, 48, 47, 43, 40, 39 of 2001, respectively, on the file of the Court of Senior Civil Judge, Proddatur.
2. The appellants filed the respective suits against the respondents for recovery of certain amount, covered by promissory notes. The 1st respondent is an individual, whereas the 2nd respondent is a Private Limited Company. Incidentally, the 1st respondent is the Chairman and Managing Director of the 2nd respondent-Company. The suits were opposed on several grounds. The trial Court decreed the suits through judgments dated 30-01-2004.
3. The respondents filed A.S. Nos. 44, 46, 37, 29, 31, 36, 38, 45, 33, 41 and 32 of 2004, respectively, before the lower Appellate Court. Apart from assailing the judgment and decree of the trial Court, on merits, it was urged by them, that once a suit is filed against a Limited Company, the Chairman and Managing Director of that Company cannot be held individually responsible for the claim. The lower Appellate Court accepted the contention and observed that the decrees passed against the 1st respondent, in the respective suits, in his personal capacity, cannot be sustained. For further adjudication of the dispute, on merits, the lower Appellate Court through orders dated 17-01-2008, remanded the matters to the trial Court for fresh consideration and disposal. The appellants feel aggrieved by the orders of remand, as well as the observations made by the lower Appellate Court, as to the liability of the 1st respondent herein.
4. Heard Sri P. Veera Reddy, learned Counsel for the appellants.
5. The suits filed by the appellants against respondents 1 and 2 were decreed. In the appeals preferred by the respondents, the lower Appellate Court framed two points, viz., whether the suit promissory notes are supported by consideration, and whether the 1st respondent is not personally liable to the suit claim.
6. Taking the second point first, the lower Appellate Court observed that, for a loan borrowed by a Limited Company, its Managing Director cannot be held personally liable. On the first point, it expressed some doubt, as to whether it was possible for anyone to borrow amounts from various persons, on one and the same date. However, without expressing any final opinion on that, it has remanded the matter to the trial Court for fresh disposal. It may be true that, normally, whenever the Appellate Court remands the matter to a Subordinate Court, all the questions are left open, and the parties are permitted to put forward all their contentions. Where, however, pure questions of law are involved, and if there does not exist any necessity to record any evidence, on such aspects, the lower Appellate Court can certainly express its opinion on such questions. The exercise, in this regard, would narrow the area of controversy in the suit, and the trial Court would be in a position to bestow its attention on the narrowed down controversy.
7. It is not in dispute that the 1st respondent is none other than the Managing Director of the 2nd respondent. If any amount is borrowed by a Company, as a legal personality, it alone would be liable to discharge that obligation. The Managing Director or any individual, who represents the Company, cannot be held liable to clear such debt.
8. Learned Counsel for the appellants submits that the amount was borrowed jointly by the respondents. Assuming that it is possible for a Company to borrow amount jointly, along with another individual, a situation of that nature can be contemplated only when the individual is totally an outsider for the Company. One just cannot imagine a situation, where one and the same person, in his individual capacity, on the one hand, and in his capacity as Managing Director of a Company, on the other hand, can borrow the amount jointly, for himself and the Company. Therefore, the view expressed by the lower Appellate Court on point No. 1, cannot be found fault with.
9. Learned Counsel for the appellants is not able to convince this Court to take a different view. Neither any provisions of law, nor any decided cases, which support his contention; are cited.
10. The Civil Miscellaneous Appeals are accordingly dismissed. There shall be no order as to costs.