Company complaint authority under negotiable instruments law must be proved; absence of valid authorisation defeats maintainability.

A company complaint under the Negotiable Instruments Act is maintainable only if the person prosecuting it is shown to have valid authority from the board, articles, or another lawful source. Authority is a material requirement, not a mere technical formality, and where it is disputed the complainant must prove it. On the facts, the alleged power of attorney did not establish that the signatory was competent to file the complaint, nor that the execution of that document was properly authorised. The complaint was therefore not maintainable, and the acquittal was sustained.

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Issues: Whether a complaint under Section 138 of the Negotiable Instruments Act, 1881 filed on behalf of a company was maintainable when the authority of the person prosecuting the complaint was not proved.

Analysis: A company can act only through an authorised human agency. Where a complaint is instituted on its behalf, the person prosecuting it must have authority derived from the board, the articles, or some other valid source of empowerment. The Court relied on the settled position that the question of authority is material and not a mere technicality in company litigation. It also noted that if authority is disputed, the complainant may be required to prove it, but in the present case the alleged power of attorney did not establish that the signatory had authority to file the complaint under Section 138, nor was there proof that the person executing it was competent to do so.

Conclusion: The complaint was not shown to have been filed and prosecuted by an authorised person and was therefore not maintainable. The acquittal was sustained.

Ratio Decidendi: A company prosecution under Section 138 of the Negotiable Instruments Act, 1881 is maintainable only when the complaint is instituted through a person shown to be duly authorised to act for the company.

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