Vicarious liability in cheque dishonour cases requires specific averments of responsibility, not mere status as a director.

A company director cannot be fastened with vicarious liability under Section 141 of the Negotiable Instruments Act, 1881 merely by reason of office. The complaint must contain specific averments showing how and in what manner the accused was in charge of, and responsible for, the company's business at the relevant time. Bald or omnibus allegations are insufficient, particularly where the accused is not the managing director or the signatory to the cheques and no day-to-day role is pleaded. On those facts, the HC treated continuation of the prosecution as an abuse of process and held that the proceedings were liable to be quashed under Section 482 of the Code of Criminal Procedure, 1973.

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Issues: Whether the criminal proceedings against a non-managing director, who was not an authorised signatory to the dishonoured cheques, could be quashed for want of specific allegations showing that he was in charge of and responsible for the conduct of the company's business under Section 141 of the Negotiable Instruments Act, 1881.

Analysis: Vicarious liability under Section 141 does not arise merely because a person is a director. The complaint must contain clear and specific averments showing how and in what manner the accused was in charge of, and responsible to, the company for its business at the relevant time. Bald or omnibus allegations are insufficient. Where the accused is neither the managing director nor the signatory of the cheques, and no specific role in the day-to-day affairs of the company is pleaded, the statutory requirements for fastening liability are not satisfied. In such circumstances, continuation of the prosecution amounts to abuse of process, warranting exercise of inherent power under Section 482 of the Code of Criminal Procedure, 1973.

Conclusion: The proceedings against the petitioner were liable to be quashed.

Ratio Decidendi: A company director cannot be prosecuted under Section 141 of the Negotiable Instruments Act, 1881 unless the complaint specifically pleads facts showing that the director was in charge of and responsible for the conduct of the company's business at the relevant time.

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