Director resignation before cheque issuance bars prosecution under the Negotiable Instruments Act; uncontroverted records can justify quashing.

Liability under section 141 of the Negotiable Instruments Act attaches only to a person who was in charge of and responsible for the company's business when the offence was committed. A director who had resigned before the cheques were issued, whose resignation was accepted by the company and duly notified to the Registrar of Companies, could not be prosecuted for offences under sections 138 and 141 for later acts of the company. In quashing proceedings, the High Court may rely on uncontroverted documents of unquestionable authenticity, including resignation records, where those materials show that the prosecution cannot be sustained and continuation of the case would amount to abuse of process. On that basis, the complaints were liable to be quashed.

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Issues: Whether a director who had resigned before the cheques were issued and whose resignation was accepted and notified could still be proceeded against for an offence under sections 138 and 141 of the Negotiable Instruments Act, 1881, and whether the High Court could ignore undisputed resignation documents at the stage of quashing.

Analysis: Liability under section 141 attaches only to a person who was in charge of and responsible for the conduct of the business of the company at the time the offence was committed. A resignation accepted by the company and duly notified to the Registrar of Companies is a relevant and reliable circumstance bearing directly on that question. Although the defence of an accused is ordinarily not examined in quashing proceedings, the Court may look at uncontroverted material of unimpeachable character where, on the face of those documents, the prosecution cannot stand and insisting on a trial would amount to injustice or abuse of process. The resignation documents here were not disputed, and they showed that the appellant had ceased to be a director before the cheques were issued.

Conclusion: The appellant could not be fastened with criminal liability under sections 138 and 141 of the Negotiable Instruments Act, 1881, and the complaints against him were liable to be quashed.

Ratio Decidendi: In proceedings for quashing, the High Court may rely on uncontroverted documents of unquestionable authenticity to determine whether the accused was in charge of the company at the time of the offence, and a director who had resigned before the offence and whose resignation was duly accepted and notified cannot be prosecuted under section 141 for acts done thereafter.

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