Vicarious liability for cheque dishonour cannot proceed against partners alone without arraigning the firm and serving notice.

A complaint under the Negotiable Instruments Act against partners alone, without arraigning the partnership firm as the drawer and without issuing statutory demand notice to the firm, was held not maintainable. Vicarious liability of partners arises only through the statutory scheme governing prosecution for dishonour of cheques, and the firm must be before the court as the principal offender before liability can extend to its partners. An amended memo of parties filed later could not cure the foundational defect. The summoning order and revisional order were set aside and the complaint was quashed.

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Issues: Whether a complaint under Section 138 of the Negotiable Instruments Act, 1881 against the partners alone, without arraigning the partnership firm and without issuing statutory demand notice to the firm, was legally maintainable and whether the summoning order and revisional order could be sustained.

Analysis: Liability of partners for an offence based on a cheque issued from the firm's account is vicarious and arises through Section 141 of the Negotiable Instruments Act, 1881. The statutory scheme requires that where the drawer is a firm, the firm must be before the court as the principal offender and the partners can be proceeded against only on that foundation. The complaint and notice to the partners alone did not satisfy this requirement. An amended memo of parties filed after the complaint could not cure the foundational defect, since the statutory demand notice to the firm was absent and the complaint was not instituted in conformity with the mandatory requirements governing prosecution under Sections 138 and 141.

Conclusion: The complaint suffered from a material defect and the proceedings against the partners could not be sustained in the absence of arraignment of the partnership firm and notice to it.

Final Conclusion: The orders summoning the accused and affirming summons were set aside and the complaint was quashed in exercise of inherent jurisdiction.

Ratio Decidendi: For prosecution under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881, the firm or company as the principal offender must be arraigned as an accused, and vicarious liability of partners or other officers cannot be fastened unless the foundational statutory requirements are met.

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