Section 141 NI Act requires specific averments showing a director's role in company business before criminal summons can stand.

Liability under Section 141 of the Negotiable Instruments Act attaches only to persons who were in charge of, or responsible for, the conduct of the company's business at the time of the offence. A bare averment that directors were responsible for the company's affairs is not enough to summon them as accused, particularly where the complaint does not allege that they were signatories to the cheques or otherwise show specific responsibility for the relevant transaction. On that basis, the Delhi HC held that the summoning order could not be sustained and quashed the criminal proceedings against the non-signatory directors.

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Issues: Whether directors who were not signatories to the cheques could be summoned as accused under Section 141 of the Negotiable Instruments Act, 1881 on the basis of general averments that they were responsible for the company's business, and whether the summoning order was liable to be quashed in exercise of inherent powers.

Analysis: Liability under Section 141 attaches only to persons who were in charge of, or responsible for, the conduct of the company's business at the time of the offence. Mere description of a person as a director is not enough to fasten criminal liability. The complaint did not allege that the petitioners were signatories to the cheques, and the summoning order proceeded only on the basis that they were directors of the company. In such circumstances, and in the absence of specific material showing their responsibility for the conduct of business at the relevant time, the summons could not be sustained.

Conclusion: The summoning order against the petitioners was bad in law and the criminal proceedings against them were quashed.

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