Quashing of cheque dishonour proceedings against a director cannot turn on disputed facts about resignation and control of company affairs.

In a prosecution under section 138 of the Negotiable Instruments Act, a director sought quashing under section 482 CrPC on the basis that his resignation and role in the company's affairs were disputed. The complaint expressly alleged that the accused were in charge of and responsible for the company's day-to-day business and that the cheque was issued with the instruction, knowledge, consent and connivance of the concerned directors. The HC held that disputed questions of fact, including whether the petitioner had resigned before the relevant time and whether he was actually in charge of the company's business, could not be resolved at the threshold in a section 482 petition. The quashing request was therefore dismissed.

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Issues: Whether the criminal proceedings under section 138 of the Negotiable Instruments Act, 1881 against a director of the company could be quashed under section 482 of the Code of Criminal Procedure, 1973 on the ground that his resignation and his role in the conduct of the company's business were disputed.

Analysis: The complaint specifically alleged that accused 2 to 5 were in charge of, responsible for, and looking after the day-to-day affairs of the company, and further alleged that the cheque was issued with the instruction, knowledge, consent and connivance of accused 4 and 5. The Court noted that in a petition under section 482, disputed questions of fact cannot be decided on probabilities. Whether the petitioner had resigned before the relevant time and whether he was in charge of and responsible for the company's business were matters that required trial. Although the Court observed that an ordinary director would ordinarily not be expected to be in charge where a managing director and executive directors were also in office, it held that the complaint's assertions could not be rejected at the threshold.

Conclusion: The petition for quashing was not maintainable at this stage and was dismissed.

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