Quashing of cheque dishonour proceedings fails where complaint alleges responsibility for company affairs and role remains a trial issue.

A second Section 482 CrPC quashing petition was treated as not maintainable after earlier petitions had been withdrawn with liberty to raise the same pleas before the trial court, as there was no material change in circumstances. On merits, the complaints under Sections 138 and 141 of the Negotiable Instruments Act were found to contain sufficient averments that the accused was in charge of and responsible for the company's day-to-day affairs. Her later claim of being only a non-executive director was considered belated and insufficient at the quashing stage, and the question of actual responsibility was held to be a matter for trial. The complaint proceedings were therefore allowed to continue.

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Issues: (i) whether the second set of petitions under Section 482 of the Code of Criminal Procedure, 1973 was maintainable after earlier quashing petitions had been withdrawn with liberty to urge the pleas before the trial court; (ii) whether the complaints under Sections 138 and 141 of the Negotiable Instruments Act, 1881 disclosed sufficient foundation to proceed against the petitioner as a person for the affairs of the company so as to justify quashing of the summoning order.

Issue (i): whether the second set of petitions under Section 482 of the Code of Criminal Procedure, 1973 was maintainable after earlier quashing petitions had been withdrawn with liberty to urge the pleas before the trial court.

Analysis: The earlier quashing petitions had already been withdrawn with liberty to raise all available pleas before the trial court, and there was no material change in circumstances thereafter. The subsequent petitions were therefore treated as not maintainable. The Court nevertheless examined the matter on merits because a later clarificatory certificate relating to the petitioner's status was said to have been filed on the same day the earlier petitions were withdrawn.

Conclusion: The second round of petitions was not maintainable.

Issue (ii): whether the complaints under Sections 138 and 141 of the Negotiable Instruments Act, 1881 disclosed sufficient foundation to proceed against the petitioner as a person for the affairs of the company so as to justify quashing of the summoning order.

Analysis: For fastening vicarious liability under Section 141, the complaint must contain the necessary averments that the accused was in charge of and responsible for the conduct of the business of the company, unless the accused falls within a category where such averment is unnecessary. Here, the complaints specifically alleged that the petitioner was a director and was responsible for the day-to-day affairs of the company. The record also showed that she was reflected as an Executive Director and Promoter, and the cheques were issued during the relevant period before the resignation was reflected in the corporate records. The later clarification asserting that she was a non-executive director was considered belated and insufficient, at the quashing stage, to displace the complaint averments. The issue whether she was responsible for the company's affairs was held to be one for trial on evidence.

Conclusion: Quashing was not warranted and the proceedings against the petitioner were allowed to continue.

Final Conclusion: The petitions failed both on maintainability and on merits, and the criminal complaint proceedings were permitted to continue with costs.

Ratio Decidendi: In a prosecution under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881, a petition for quashing will not succeed where the complaint contains the requisite averments of responsibility for the company's business and the accused does not place sterling, incontrovertible material showing absence of such responsibility; the question of actual role is ordinarily for trial.

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