Vicarious liability under the Negotiable Instruments Act requires the partnership firm to be arraigned before proceeding against a partner.

A complaint under Sections 138 and 141 of the Negotiable Instruments Act against a partner is not maintainable unless the partnership firm, as the principal offender, is arraigned as an accused. Section 141 creates vicarious criminal liability and is to be strictly construed because penal consequences are involved. By treating a firm within the statutory scheme applicable to a company, the provision requires the firm to be before the court before liability can be fastened on a partner. On that basis, proceedings against the partner alone were liable to be quashed and the application was allowed.

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Issues: Whether a complaint under Section 138 of the Negotiable Instruments Act against a partner of a partnership firm is maintainable when the firm is not arraigned as an accused.

Analysis: Section 141 creates vicarious criminal liability and operates only when the principal offender, namely the company or, by necessary application of the same statutory scheme, the partnership firm, is arraigned as an accused. The provision is to be strictly construed because penal liability is involved. The explanation to Section 141 includes a firm within the expression company and treats a partner as a director for that purpose. On that basis, the legal position governing company prosecutions applies equally to prosecutions against a partnership firm, and a partner cannot be proceeded against alone for an offence under Section 138 when the firm itself is absent from the array of accused.

Conclusion: The complaint against the applicant was not maintainable and the proceedings were liable to be quashed; the application was allowed.

Ratio Decidendi: In a prosecution under Sections 138 and 141 of the Negotiable Instruments Act, the partnership firm, as the principal offender, must be arraigned as an accused before vicarious liability can be fastened on a partner.

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