Company officer liability in cheque dishonour cases survives where the complaint discloses consent, connivance, or neglect.

A cheque-dishonour complaint against company directors and officers need not reproduce the exact language of Section 141(1) of the Negotiable Instruments Act if, read as a whole, it contains allegations showing that they were responsible for non-payment or that the offence was committed with their consent, connivance or neglect under Section 141(2). At the quashing stage, the complaint is tested on its face; if it discloses the ingredients of the offence, inherent powers should not be used to terminate the proceedings. On that basis, the allegations were treated as sufficient to proceed against the petitioners, and quashing was not warranted.

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Issues: Whether the criminal proceedings against the directors and officers of a company were liable to be quashed for want of specific averments that they were in charge of and responsible for the conduct of the company's business, and whether the complaint nevertheless disclosed liability under Section 141(2) of the Negotiable Instruments Act, 1881.

Analysis: The complaint, read as a whole, alleged that the company and its chairman, managing director, director and general manager were responsible for non-payment of the cheque amount after statutory notice. Though the complaint did not reproduce the exact words of Section 141(1), the Court held that the allegations were sufficient to attract Section 141(2), which covers offences committed with the consent or connivance of, or attributable to the neglect of, directors or other officers. At the stage of quashing, the test is whether the complaint on its face discloses an offence; if it does, the proceedings cannot be terminated in exercise of inherent powers.

Conclusion: The complaint contained sufficient averments to proceed against the petitioners, and quashing was not warranted.

Final Conclusion: Criminal proceedings against the petitioners were sustained because the complaint disclosed the necessary ingredients for liability of company officers under the Negotiable Instruments Act.

Ratio Decidendi: For prosecution of company officers in a cheque dishonour case, a complaint need not mechanically recite the language of Section 141(1) if its allegations, taken at face value, bring the case within Section 141(2) and disclose commission of the offence by consent, connivance, or neglect.

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