Vicarious liability in cheque dishonour complaints requires specific averments that partners or officers controlled business conduct.

A complaint under Section 138 of the Negotiable Instruments Act can sustain vicarious liability against partners or company officers only if it contains specific averments that they were in charge of and responsible for the conduct of the business, or that the offence was committed with their consent, connivance, or negligence. Where the complaint states that the accused were partners or an authorised signatory, handled day-to-day affairs, and dealt personally with the complainant on behalf of the firm, those allegations are sufficient at the summoning stage. A denial of control over the business is generally a matter for trial, not quashing under Section 482 CrPC.

---

---

Issues: Whether the summoning order in a complaint under Section 138 of the Negotiable Instruments Act, 1881 could be quashed under Section 482 of the Code of Criminal Procedure, 1973 on the ground that the complaint did not contain the requisite averments to attract vicarious liability under Section 141 of the Negotiable Instruments Act, 1881.

Analysis: Section 141 makes persons other than the drawer liable only when, at the time of the offence, they were in charge of and responsible for the conduct of the business of the firm or company, or when the offence was committed with their consent, connivance, or negligence. For non-managing officers or partners, the complaint must contain specific averments meeting this statutory requirement. The complaint in the present case specifically stated that the petitioners were partners and the authorised signatory, that they were responsible for the day-to-day activities of the firm, and that they had personally dealt with the complainant on behalf of the firm. These assertions were treated as sufficient at the summoning stage, while the petitioners' denial of control over the business was held to be a matter for trial.

Conclusion: The complaint disclosed the necessary ingredients to proceed against the petitioners under Section 141, and the prayer to quash the summoning order was rejected.

Ratio Decidendi: A complaint under Section 138 of the Negotiable Instruments Act, 1881 can sustain proceedings against partners or officers if it contains specific averments that they were in charge of and responsible for the business, or otherwise attracted liability under Section 141; such objections cannot ordinarily be decided in quashing proceedings when the complaint itself contains the requisite allegations.

---