Company arraignment required for cheque dishonour prosecution; director alone cannot be proceeded against under vicarious liability principles.

Complaint under the Negotiable Instruments Act against a director alone was held not maintainable where the company, being the drawer of the cheque, was not arraigned as an accused. The court applied the settled principle that vicarious liability under Section 141 can arise only when the company itself is prosecuted, and in its absence the foundation for proceeding against the director is missing. On that basis, the summoning order, revisional order and criminal complaint proceedings were quashed.

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Issues: Whether a complaint under Section 138 of the Negotiable Instruments Act is maintainable against a director when the company, on whose account the cheque was issued, is not arraigned as an accused, and whether the consequential criminal proceedings are liable to be quashed.

Analysis: The complaint and notice were directed against the applicant in his individual capacity, while the company was not impleaded either as a noticee or as an accused. For fastening vicarious liability under Section 141 of the Negotiable Instruments Act, the company's prosecution is an express prerequisite. In the absence of the company being arraigned as an accused, the foundation for proceeding against the director is not made out. The principle was applied consistently with the binding law governing prosecution for cheque dishonour where the drawer is a juristic person.

Conclusion: The complaint was not maintainable against the applicant alone, and the summoning order, revisional order, and the criminal complaint proceedings were quashed.

Final Conclusion: The application succeeded and the prosecution arising from the cheque dishonour complaint was brought to an end.

Ratio Decidendi: For maintaining a prosecution under Section 141 of the Negotiable Instruments Act, the company must be arraigned as an accused; without it, vicarious liability of directors or other officers cannot be sustained.

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