Vaman Rao, J.—This petition under section 482 of the Criminal Procedure Code, 1973, has been filed for quashing the proceedings in C.C. No. 995 of 1997 on the file of the IVth Metropolitan Magistrate, Hyderabad, by accused No. 2 in the said C.C. The petitioner along with the other accused faces a charge under section 138 of the Negotiable Instruments Act.

2. The bare facts necessary for the purpose of this petition may be stated as follows :

Respondent No. 2 is the complainant company. According to the complainant, accused No. 1-company owed some amounts to them and for discharging those liabilities three cheques were issued drawn on various banks. The complainant duly presented those cheques for realisation through their banker which were returned unpaid with an endorsement indicating insufficiency of funds to the credit of A.I. The complainant got served a notice as required under Section 138 of the Negotiable Instruments Act calling upon the accused to pay the amounts covered by those cheques within a period of fifteen days from the date of receipt of a copy of the said notice. The notice was not complied with and no payments were arranged for on behalf of the accused. Thereafter, a complaint has been filed in C.C. No. 995 of 1997.

3. Learned counsel for the petitioner seeks quashing of the proceedings as far as the petitioner (A2) is concerned mainly on the ground that though he is a director of accused No. 1 company, but he is not associated with the management of the day-to-day affairs and he is not even aware of the transaction between A1 and the complainant and about the issue of cheque on behalf of accused No. 1 for discharging any liability in favour of the complainant. The contention is that the complaint does not contain the necessary averments as contemplated under Section 141 of the Negotiable Instruments Act rendering accused No. 2 liable for criminal action.

Section 141 of the Negotiable Instruments Act reads as follows :

"141. Offences by companies.-(1) If the person committing an offence under Section 138 is a company, every person who, at the time the offence was committed, was in charge of, and was responsible to the company for the conduct of the business of the company, as well as the company, shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly. Provided that nothing contained in this sub-section shall render any person liable to punishment if he proves that the offence was committed without his knowledge, or that he had exercised all due diligence to prevent the commission of such offence.

(2) Notwithstanding anything contained in sub-section (1) where any offence under this Act has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or is attributable to, any neglect on the part of, any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer shall also be deemed to be guilty of that offence and shall be liable to be proceeded against the punished accordingly."

4. Learned counsel for the petitioner contends that inasmuch as in this case the cheques have been issued on behalf of accused No. 1 if the directors of the company are sought to be made liable, then there must be a specific averment in the complaint that the accused who are sought to be made liable were at the time of the offence "in charge of, and were responsible to the company for the conduct of the business of the company". Learned counsel for the petitioner points out that nowhere in the complaint there is an averment that the petitioner was in charge of and was responisble for the conduct of its affairs and as such the prosecution against the petitioner for an offence under section 138 of the Negotiable Instruments Act cannot stand.

5. Learned counsel for the respondent on the other hand contends that there are sufficient averments in the complaint maki