Vicarious liability in cheque dishonour cases cannot be quashed at threshold where managerial role remains a disputed factual issue.

Criminal complaints under the Negotiable Instruments Act were sought to be quashed on the ground that the petitioner was not responsible for the day-to-day affairs of the company and could not be vicariously liable under Section 141. The Delhi HC found material such as board minutes and regulatory filings indicating the petitioner's active role as Chairman-cum-Managing Director, while his assertion of being an NRI with no business involvement was vague and unsubstantiated. It held that whether he was in charge of and responsible for the company's conduct involved disputed factual questions that could not be decided in Section 482 CrPC proceedings, and such defences must be tested at trial. The quashing petitions were therefore rejected and the complaints were allowed to proceed.

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Issues: Whether the criminal complaints and process issued under the Negotiable Instruments Act could be quashed under Section 482 of the Code of Criminal Procedure, 1973 on the plea that the petitioner was not responsible for the day-to-day affairs of the company and could not be made vicariously liable under Section 141 of the Negotiable Instruments Act, 1881.

Analysis: The material placed before the Court, including board minutes and filings before the Registrar of Companies, indicated that the petitioner was actively involved in the company's affairs as Chairman-cum-Managing Director and held the largest stake. His plea that he was an NRI and had no role in the business was not substantiated and remained vague. The Court held that the question whether he was in charge of and responsible for the conduct of the company's business involved disputed factual issues that could not be decided in proceedings under Section 482 of the Code of Criminal Procedure, 1973. Such defences had to be tested on evidence before the trial court.

Conclusion: The petitions for quashing were rejected, and the complaints and process were allowed to proceed against the petitioner.

Final Conclusion: The Court declined to interfere at the threshold and left the petitioner to raise his defence before the trial court, resulting in dismissal of the petitions with costs.

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