IMPORTANT POINT
Where cheque is issued infavour of a company, complaint was lodged by a Manager or other employee who had not been authorised by Board of Directors to sign and file complaint can not be a ground for quashing complaint.

S.K. Agarwal, J.- This petition under Section 482 Cr.P.C. is directed against the order dated 9th December, 1997 passed by the Court of Ms. Indermeet Kaur Kochar,Addl. Sessions Judge, New Delhi dismissing revision of the petitioner and the order dated 15th March, 1997 passed by the Court of Metropolitan Magistrate dismissing the complaint under Section 138 of the Negotiable Instruments Act (for short "NI Act")

2. Facts in brief are that Ravi Bhandari, respondent No.1 issued a cheque dated 29th September, 1995 of Rs. 15.300/- drawn of Indian Overseas Bank. Defence Colony. New Delhi in favour of Standard Chartered Bank towards discharge of debts and other liabilities: on presentation of the same the cheque was dishonoured; the payment was not made despite service of notice; petitioner filed a complaint through one of its employees against the respondent under Section 138 NI Act. The complaint was dismissed by the trial court on the ground that the same was not filed by the duly authorised persons and that complaint could not be instituted without a resolution by the Board of Directors of the company. It was held:-

"Now case in hand the complainant is a company which is registered under Companies Act. It must act through Board of Directors by passing resolution- In the above cited case the corporation which is analogous to registered company squarely covers this point. There is no resolution averred in the complaint nor deposed by CW 1 Mathew Thomas through which a person derives power or authorisation to launch criminal prosecution against any person. In the absence of resolution passed by Board of Directors by complainant Company complainant Mathew Thomas has no power to prosecute the accused on behalf of complainant company. The document Ex. CW1/A cannot fulfil the requirement of law."

3. While dismissing the complaint reliance was placed on the observations made by the Supreme Court in Habibulla Khan v. State of Orissa and Anr.1, and observations made by the Supreme Court in United Bank of India v. Naresh Kumar and others2, were held to be not applicable in criminal cases. Revision filed by the petitioner also did not succeed.

4. Learned counsel for the petitioner argued that petitioner is a banking incorporated with a limited liability in England, by the Royal Charter, 1853 having its branch office at Enkay House, Ground Floor 3-4 Malcha Marg Shopping Complex Chanakyapuri; New Delhi; that Mathew Thomas, the Principal Officer of the complainant bank was authorised to file and institute the criminal complaint; that the dismissal of the complaint by learned court below only on the ground that complainant was not a proper and authorized person, is not sustainable.

5. Law in this regard is now well settled. Anyone can set the criminal law in motion by filing the complaint constituting an offence. For the offences under NI Act only criteria prescribed by Section 142 is that it must be instituted by the payee or holder in due course. The fact that the complaint lodged by a Manager or other employee who had not been authorised by the Board of Directors to sign and file the complaint cannot be a ground for quashing the complaint. Contrary view was rejected in a recent Supreme Court decision in M/s. M.M.T.C. Ltd. and another v. M/s. Medchl Chemicals and Pharma (P) Ltd. and another3 it was held:

"10. In our view the reasoning given above cannot be sustained. Section 142 of the Negotiable Instruments Act provides that a complaint under Section 138 can be made by the payee or the holder in due course of the said cheque. The two complaints, in question, are by the appellant company who is the payee of the two cheques.

11. This Court has as far back as, in the case of Vishwa Mitter v. D.P. Poddar reported in (1983) 4 SCC 701, held that it is clear that anyone can set the criminal law in motion by filing a complaint offacts constituting an offence before a Magistrate entitled to take cognizance. It has been held that no Court can d