ORDER

The Petitioner/Accused in C.C.No.96 of 2008 filed CMP.No.1725 of 2015 under Section 305 of Cr.P.C., before the trial Court and the trial Court allowed the Petition, substituting the Petitioner Mr.Palani G.Periasamy, Chairman of Sugar Mill by one Mr.Kanthasamy, who is General Manager. Against the said order the Complainant filed Revision before the Principal District and Sessions Court, Thiruvannamalai in Crl.RC.No.11 of 2015, and learned Principal District and Sessions Judge, by order dated 08.10.2018 set aside the order of substitution made by the trial Court. Against which the present Petition is filed.

2.The Respondent filed a private complaint against M/s.Dharani Sugar Mills, Rep. by Chairman, Mr.Palani G.Periasamy. As per the direction of the Government of Tamil Nadu, the Director of Sugars by his letter dated 28.12.1995 stipulated transport tariff charges during the crushing seasons between 01.02.1995 and 30.09.1996 to be deducted for metric ton for 20 kms alone. The accused company instead of Rs.20/- deducted Rs.34/- per metric ton for 20 kms. In pursuant to the above, the Sugar Mill issued a transport tariff schedule dated 18.07.1996 during the crushing season year 01.02.1995 to 30.09.1996 decided to deduct at Rs.34/- per metric ton for 20 kms radius, for rest of the kilometers, the said Sugar Mill to bear the tariff cost. Contrary to the same, accused deducted the tariff of Rs.41.50/- per metric ton for 20 kms radius. Hence, misappropriation has been committed.

3.Initially a police complaint was lodged in Cr.No.321 of 2002, under Section 409 IPC before the Kalasapakkam Police Station. The case was referred as mistake of fact and R.C.S. was referred before the Court in RCS.No.20/05. Having no other option, for the misappropriation committed by the Sugar Mill, the complainant filed a private complaint and hence the Petitioner filed a quash Petition in Crl.OP.No.10324 of 2018. This Court by order dated 30.10.2014 dismissed the quash Petition. At that time, apart from other grounds, it was contended by the Petitioner to substitute the chairman by General Manger. This Court by order dated 30.10.2014 observed that the Petitioner to approach the trial Court for the same. Thereafter, they approached the trial Court and consequent orders have been passed.

4.The specific case of the Respondent/Complainant is that the Sugar Mill committed the offence of misappropriation. Further it is not in dispute that the Sugar Mill was managed by professionals and technocrats, who are assigned specific duties and responsibilities. The Petitioner being a Chairman of the said company and other companies, involved in various businesses. As a Chairman, he would chair the board meetings and other extraordinary meetings, otherwise he has nothing to do with from the day to-day affair of the company. Operation of the Sugar Mill was exclusively with General Manager and other officers. In view of the same, he had filed Petition under Section 305 Cr.P.C., before the trial Court.

5.The trial Court by well reasoned order considering all these aspects allowed the substitution Petition. Thereafter, the Respondent/Complainant filed a revision and the Sessions Court, set aside the order of the trial Court, for the reason that there was a delay in filing the substitution Petition. Calender Case is of the year 2008 and the substitution Petition filed in the year 2015. Further observing that the Petitioner has been functioning as Chairman right from the inception of the company. In view of the same, this substitution Petition cannot be considered.

6.Learned counsel for the Petitioner further submitted that it is not in dispute that accused is a company and the Petitioner represents company as Chairman, in his representative capacity as per Section 305 Cr.P.C., at any point of time, representative of the company can substituted. The learned counsel for the Petitioner relied upon the judgment passed by this Court in Crl.O.P.No.1256 of 2003 and referred to paragr