Specific averments for director liability under cheque dishonour law are essential; complaints failed and proceedings were quashed.

Vicarious liability under Section 141 of the Negotiable Instruments Act arises only where the complaint specifically avers that the accused was in charge of and responsible for the company's business at the time of the offence. Mere designation as a director is insufficient, and the absence of such foundational averments is fatal, particularly where the accused had resigned before dishonour and did not sign the cheque. On these facts, the Gujarat HC found the complaints unsustainable and quashed the criminal proceedings against the petitioner.

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Issues: Whether the complaints under the Negotiable Instruments Act could be quashed against an Additional Director who had resigned before dishonour of the cheques, had not signed the cheques, and against whom the complaints contained no specific averment that he was in charge of and responsible for the conduct of the company's business at the time of the offence.

Analysis: For fastening liability on a person under Section 141 of the Negotiable Instruments Act, the complaint must contain specific factual averments showing that, at the time the offence was committed, the accused was in charge of and responsible for the conduct of the business of the company. Mere holding of office as a director is insufficient. On the undisputed facts, the petitioner had resigned much before the dishonour, had not signed the instruments, and the complaints did not state how he was responsible for the company's business or functioning. In such circumstances, the statutory requirements for vicarious liability were not satisfied.

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

Final Conclusion: Criminal proceedings against the petitioner were set aside for want of the foundational averments necessary to attract vicarious liability under the cheque dishonour provisions.

Ratio Decidendi: To prosecute a director or officer under Section 141 of the Negotiable Instruments Act, the complaint must specifically aver that the person was in charge of and responsible for the conduct of the company's business at the time the offence was committed; absence of such averments, especially where the person had resigned and did not sign the cheque, justifies quashing.

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