Legal Analysis on Company’s Non-Conviction and Re-Trial Order

Explore the intricacies of a significant legal case where the court’s analysis focused on the Company’s non-conviction and the subsequent order for a re-trial. The decision sheds light on essential legal principles and the implications of a retrial without the Company’s conviction.


  • Complaint filed by Shri H.D. Dubey, Inspector, Food and Health, based on a sample taken on 7.2.1989 of Dalda Vanaspati Khajoor Brand Ghee manufactured by the Company.
  • Appeals challenge an order passed by the High Court of Madhya Pradesh, Jabalpur on 9.1.2020, where the revision filed by Shri Nirmal Sen, appellant/Nominated Officer of Hindustan Unilever Limited, was allowed but remitted back to the trial court to re-examine the evidence.
  • Proceedings previously decided in the case ‘R. Banerjee & Ors. v. H.D. Dubey & Ors.’ where it was found that the sample of Vanaspati Ghee taken from the company’s godown was adulterated with a melting point higher than normal range.
  • Initial complaint was against the Directors of the Company and Lipton India Limited.
  • The Company represented by the appellant Nirmal Sen was involved in proceedings under the Food Adulteration Act, 1954.
  • The case continued even after the repeal of the 1954 Act and the enactment of the Food Safety and Standards Act, 2006.
  • The trial court convicted the Nominated Officer (Nirmal Sen) under the old Act.
  • An error was observed in the judgments of both the trial and appellate courts regarding the representation of the Company during the trial.
  • The trial court absolved the Directors of the Company but ordered continued prosecution against the appellant Nirmal Sen.
  • The Company was not explicitly convicted of any offense.
  • In an appeal, the conviction of the Nominated Officer was upheld while other accused individuals were acquitted.
  • The High Court noted that if the Company is acquitted, the benefit extends to the appellant Nominated Officer.
  • The conviction and sentence of the appellant were set aside, and the case was sent back to the trial court for a fresh judgment.

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  • Violation attracted a sentence of not less than six months and up to 3 years and a fine of Rs.1,000/- under Section 16(1)(a)(i) of the repealed Act.
  • Under the 2006 Act, punishment for adulteration related to higher melting point is fine of Rs.5 lakhs under Section 3(1)(zx) and Rs.1 lakh under Section 3(1)(i).
  • Appellant argued violation of Section 2(ia)(m) read with Section 7(i) of the Act and cited precedent to support that only fine is contemplated under the 2006 Act post-repeal.
  • Benefits of the 2006 Act, being more favorable to the accused, should apply to the case.
  • Reliance was placed on judgments in T. Barai v. Henry Ah Hoe & Anr., Nemi Chand and Trilok Chand v. State of Himachal Pradesh.
  • Argument raised by Mr. Siddharth Luthra, senior counsel for the appellant-Company: The Company was not convicted by the trial court.
  • Mr. Luthra argued that the High Court could not have ordered a retrial without the Company being convicted and without providing notice for a hearing.

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  • Complaints were filed under the Income Tax Act, 1922 and later under Section 277 of the Income Tax Act of 1961.
  • Revised returns were filed after the enactment of the Income Tax Act, 1961.
  • The High Court’s decision to remand the matter to the trial court after over 30 years was questioned.
  • The order of remand without giving an opportunity for hearing was deemed to be in contravention of Section 401(2) of the Code of Criminal Procedure, 1973.
  • The punishments imposed under the repealed Act were protected under Section 97 of the 2006 Act.
  • No benefit under the 2006 Act could be taken for prosecution and punishment under the Act.
  • The Trilok Chand case was the only one to benefit from the 2006 Act.
  • The order in the Trilok Chand case was considered based on its own facts.
  • The remand order against the Company was deemed unsustainable without providing an opportunity for hearing as required by Section 401(2) of the Code.
  • Section 97 of the 2006 Act came into force on 5.8.2011.
  • Section 6 of the General Clauses Act, 1897 defines the effect of repeal.
  • Repeal of a statute does not affect any investigation, legal proceeding, or remedy unless a different intention appears.
  • Legal proceedings, investigations, and remedies can continue as if the Repealing Act or Regulation had not been passed.
  • Section 401(2) of the Code is also referenced in the context.
  • Section 141 of the NI Act holds every person in charge of the company responsible for offences committed by the company.
  • Section 17 of the Act states that the nominated person responsible for the company’s conduct of business shall be guilty of offences.
  • Penalty proceedings were initiated and levied under the 1961 Act.
  • Judgment in T. Barai was based on an amendment in the Act with the insertion of Section 16A.
  • Judgment in Nemi Chand was a result of an amendment in the Act.
  • Aneeta Hada case delves into the conviction of Directors in the absence of the Company under Section 138 of the Negotiable Instruments Act and Information Technology Act.
  • The 2006 Act’s repeal and saving clause ensures continuation of penalties and prosecutions as if the Act had not been passed.
  • State of Punjab v. Mohar Singh addressed the continuation of complaints under the 1922 Act.
  • The complaints under the 1922 Act remain unaffected by subsequent legislation.
  • The Nominated Person cannot be convicted in the absence of the Company being convicted.
  • The Company was not convicted by the trial court.
  • The appellant/Nominated Person has been facing trial for over 30 years.
  • The order of remand to the trial court to fill up the lacuna is considered unfair by the High Court.

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  • The appeals were allowed and the order passed by the High Court was set aside.
  • As a result, the complaint was dismissed.


Case Number: Crl.A. No.-000715-000715 / 2020

Click here to read/download original judgement

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