Cheque dishonour complaints can proceed against directors when specific averments show control over company affairs and transaction involvement.

The Delhi High Court reiterated that inherent jurisdiction to quash a complaint or summoning order should be exercised sparingly and only where no prima facie offence is disclosed. In a cheque dishonour prosecution, the complaint must plead the ingredients of Section 138, and director liability under Section 141 requires specific averments that the director was in charge of and responsible for the company's affairs at the relevant time. Mere non-signatory status does not by itself exclude liability. On the pleaded facts, the complaint and summoning order were sustained because specific assertions linked the petitioner to the company's business and the transaction.

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Issues: Whether the complaint and summoning order under the Negotiable Instruments Act were liable to be quashed in exercise of inherent jurisdiction, and whether the petitioner, though not the authorised signatory, could be proceeded against as a director allegedly in charge of the company's affairs.

Analysis: Inherent powers under Section 482 of the Code, now reflected in Section 528 of the BNSS, are to be exercised sparingly and may be invoked to quash proceedings only where no prima facie offence is disclosed. For an offence under Section 138 of the Negotiable Instruments Act, the cheque must be dishonoured, statutory demand notice must be issued within time, and payment must not be made within the prescribed period. For fastening liability under Section 141, the complaint must contain specific averments showing that the director was in charge of and responsible for the conduct of the company's business at the relevant time. Mere status as a director is not enough, but specific averments of involvement in the transaction and day-to-day affairs are sufficient at the threshold stage.

Conclusion: The complaint disclosed the ingredients of the offence and contained specific assertions regarding the petitioner's role in the company and in the underlying transaction. The fact that the petitioner was not the authorised signatory did not by itself absolve liability. The summoning order did not suffer from illegality warranting interference under the Court's inherent jurisdiction.

Ratio Decidendi: A director can be proceeded against for dishonour of cheque if the complaint contains specific averments showing that the director was in charge of and responsible for the company's affairs at the time of the offence, and quashing is unwarranted where a prima facie case under Sections 138 and 141 of the Negotiable Instruments Act is disclosed.

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