Company complaint authority under Section 138 must be tested at trial, not rejected at filing stage.

A company may file a Section 138 Negotiable Instruments Act complaint through a representative who asserts authority to act for it. Where the accused disputes that authority, the issue is one for proof at trial, not a ground for rejecting the complaint at presentation. The absence of a certified board resolution, by itself, does not justify threshold dismissal if authorisation is claimed and can be tested by evidence. On that basis, the complaint was held fit to proceed to trial in accordance with law.

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Issues: Whether a complaint filed by a company under Section 138 of the Negotiable Instruments Act could be dismissed at the threshold for want of a certified board resolution authorising the complainant's representative, and whether the accused's challenge to the representative's authority required the complaint to be rejected without trial.

Analysis: A company can act only through a human agency, and a person who presents a complaint on its behalf may assert authority to do so. If the accused disputes that authority, the question becomes one of proof at the trial stage. The complaint should not be rejected at the time of presentation merely because a certified copy of the board resolution is not produced, when the complainant asserts authorisation and the matter can be examined by evidence during trial.

Conclusion: The dismissal of the complaint at the threshold was not justified, and the complaint ought to proceed to trial in accordance with law.

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