Cheque dishonour prosecution requires arraignment of the company; belated impleadment under Section 319 cannot cure the defect.

A prosecution under Section 138 of the Negotiable Instruments Act is not maintainable against a director alone where the company is the drawer of the cheque and was never arraigned as an accused. Vicarious liability under Section 141 arises only when the company itself is prosecuted, and Section 319 of the Code of Criminal Procedure cannot be used at a belated stage to cure the absence of that essential accused or bypass the statutory requirements of cognizance and limitation under Section 142. The complaint proceedings and the order permitting addition of the company were quashed.

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Issues: Whether a prosecution for dishonour of cheque could continue against the director where the company, being the drawer of the cheque, had not been arraigned as an accused, and whether Section 319 of the Code of Criminal Procedure, 1973 could be invoked at a belated stage to implead the company.

Analysis: For an offence under Section 138 of the Negotiable Instruments Act, 1881, the drawer of the cheque is the foundational accused and the complaint must disclose the factual ingredients constituting the offence. Where the drawer is a company, prosecution of the director alone is not maintainable because vicarious liability under Section 141 arises only when the company itself is prosecuted. The material on record showed that the complainant knew from the outset that the cheque was issued on behalf of the company, yet the company was not impleaded within time. Section 319 of the Code of Criminal Procedure, 1973 is an extraordinary power meant to add a person whose involvement surfaces during inquiry or trial, and it cannot be used to cure a basic defect in the original complaint or to bypass the mandatory requirements governing cognizance and limitation under Section 142 of the Negotiable Instruments Act, 1881.

Conclusion: The proceedings were not maintainable against the applicant in the absence of timely arraignment of the company, and the order allowing impleadment of the company under Section 319 was unsustainable.

Final Conclusion: The complaint proceedings and the order permitting addition of the company as an accused were quashed, leaving the prosecution at an end.

Ratio Decidendi: In a prosecution under Section 138 of the Negotiable Instruments Act, 1881, arraignment of the company as the drawer is imperative where the cheque is issued on its behalf, and Section 319 of the Code of Criminal Procedure, 1973 cannot be used to retrospectively cure the absence of that essential accused or to defeat the statutory requirements of cognizance and limitation.

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