Section 141 NI Act complaints need clear averments of control and responsibility before vicarious liability can be fastened.

A complaint under Section 141 of the Negotiable Instruments Act attracts vicarious liability only where it contains clear averments that the accused was in charge of and responsible for the company's business, or is otherwise liable through consent, connivance, or neglect. Mere designation is not enough, but the statutory language need not be reproduced verbatim if the substance of the allegation is sufficient. In considering quashing under Section 482 CrPC, the complaint must be read as a whole, and process should not be terminated where the basic averments connect the accused with the transaction. On the pleaded facts, allegations that the officers were executive and whole-time directors responsible for day-to-day affairs, with active connivance and neglect, were sufficient to proceed.

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Issues: Whether the High Court was justified in quashing the summons issued against the company officers on the ground that the complaint lacked specific averments to attract vicarious liability under Section 141 of the Negotiable Instruments Act, 1881.

Analysis: Liability under Section 141 arises only when the complaint contains averments showing that, at the time of the offence, the accused was in charge of and responsible for the conduct of the business of the company, or otherwise attracted liability through consent, connivance, or neglect. Mere designation is insufficient, but a complaint need not reproduce the statutory language verbatim if the substance of the allegation satisfies the legal requirement. When quashing is sought under Section 482 of the Code of Criminal Procedure, 1973, the complaint must be examined as a whole, and process should not be quashed if the basic averments disclose the offence and connect the accused with the transaction. On the facts pleaded, the complaint specifically described the accused as executive and whole-time directors responsible for day-to-day affairs, and also attributed active connivance and neglect in relation to the dishonoured cheques.

Conclusion: The complaint contained sufficient averments to proceed against the accused officers, and the High Court erred in quashing the summons.

Ratio Decidendi: For prosecution under Section 141 of the Negotiable Instruments Act, 1881, a complaint must contain clear averments that the accused was in charge of and responsible for the conduct of the company's business, or otherwise liable under the provision; if such averments are present, quashing at the threshold is unwarranted unless unimpeachable material shows that no offence is made out.

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