Director liability in cheque dishonour cases depends on specific averments of business responsibility, and discharge is unavailable after summons in a summons case.

In a cheque dishonour complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, a director can be proceeded against where the complaint and notice contain a specific averment that the director was in charge of and responsible for the company's business; exact statutory wording is not required if the substance of the allegation is clear. On the facts noted, the company had only two directors and the material attributed responsibility to the respondent, so discharge was not justified. In a summons case, an application for discharge under Section 251 of the Code of Criminal Procedure after issuance of process is not maintainable; the proper remedy is to challenge the summoning order. The discharge order was therefore set aside.

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Issues: (i) Whether the discharge of a company director in a complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 was justified on the ground that the complaint lacked sufficient averments as to being in charge of and responsible for the conduct of business of the company. (ii) Whether an application for discharge under Section 251 of the Code of Criminal Procedure, 1973 was maintainable in a summons case after issuance of process.

Issue (i): Whether the discharge of a company director in a complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881 was justified on the ground that the complaint lacked sufficient averments as to being in charge of and responsible for the conduct of business of the company.

Analysis: The complaint and legal notice specifically stated that the accused company had only two directors and attributed responsibility for the company's affairs to the respondent director. The record also showed that the company had only two directors, and the minimum board strength and quorum requirements meant that both directors necessarily participated in the company's management. The governing principle applied was that, for vicarious liability under Section 141, an ordinary but specific averment that the director was in charge of and responsible for the conduct of business is sufficient at the threshold, and the essence of the allegation prevails over verbatim reproduction of statutory language. A director may avoid liability only by showing material demonstrating absence of such responsibility, which was not done here.

Conclusion: The discharge was not justified. The respondent director was liable to face the complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881.

Issue (ii): Whether an application for discharge under Section 251 of the Code of Criminal Procedure, 1973 was maintainable in a summons case after issuance of process.

Analysis: In a summons case, the Code does not contemplate a discharge application after summons have been issued. The proper course is to challenge the summoning order, not to seek discharge under Section 251. The trial court therefore erred in entertaining such an application, and the revisional court further erred in sustaining that course and discharging the accused.

Conclusion: The discharge application was not maintainable in the summons case, and the orders passed on that basis could not stand.

Final Conclusion: The complaint was permitted to proceed against the respondent director, and the order discharging him was set aside, restoring his prosecution in the cheque dishonour proceedings.

Ratio Decidendi: In a complaint under Section 138 read with Section 141 of the Negotiable Instruments Act, 1881, a director may be proceeded against where the complaint contains a specific averment of responsibility for the conduct of the company's business, and a discharge application is not maintainable in a summons case after issuance of process.

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