The legal principle established is that a director of a company can only be held liable under section 138 of the Negotiable Instruments Act if it is specifically averred in the complaint that the director was in charge of and responsible for the conduct of the business of the company at the relevant time.

This is a petition under section 561-A, Cr. P. C. seeking quashing of proceedings against the petitioner in a complaint for offence under section 138 of the Negotiable Instruments Act (for the Act) filed by herein respondent and the summoning order dated 3.10.2013, whereby learned trial Magistrate has issued process against the petitioner.

2. Facts, which are relevant, briefly, are that in the complaint, respondent (complainant) has arraigned M/s. R. N. Buildtech Pvt. Ltd. as accused No. 1 and petitioner, Neena Mahendru, as accused No. 2. Accused No. 1 is said to be a company and has been arraigned through one Suraj Mahendru as its Managing Director. Petitioner (accused No. 2) has been arraigned in her capacity as a Director of the company. Case set up by the respondent in the complaint, briefly, is that both the accused persons are managing the affairs of the company and they had approached the respondent for purchase of various spare parts. In order to discharge a liability of Rs. 8, 28,282/- incurred by the accused company as cost of spare parts and service charges supplied by the respondent, the company issued two cheques, being cheque No. 613283 dated 22.07.2013 valuing Rs. 2, 19,820/- and cheque No. 624011 dated 03.08.2013 valuing Rs. 6, 08,462/- in favour of the respondent. The cheques were drawn at J&K Bank Branch, Shalamar Road, Jammu. Both the cheques, however, were dishonoured by the Bank due to ' funds insufficient- .

3. On the complaint coming up before the court of learned Special Mobile Magistrate, Electricity, Jammu, on 30.10.2013, learned Magistrate recorded preliminary statement of the respondent (complainant) and by his order of the even date issued process against both the accused for proceeding against them for commission of offence under section 138 of the Act.

4. Petitioner seeks quashing of the criminal proceedings against her and the summoning order dated 30.10.2013 on the ground that the impugned order is an abuse of process of the court inasmuch as the process against her has been issued without there being any material on record to suggest her involvement in alleged commission of the offence under section 138 of the Act. It is contended that the complaint and the preliminary statement of the complainant on their bare perusal would show that there is no averment, much less a specific averment, in the complaint regarding any role played by the petitioner in the affairs of the company and mere reproduction of the language of the section in the complaint do not suffice for launching criminal proceedings against the petitioner. The cheques relied upon by the respondent are not stated to have been issued by the petitioner.

5. I have heard learned counsel for the parties and perused record on the file of the learned Magistrate.

6. With reference to section 141 of the Act, Mr. A. P. Singh, learned counsel for the petitioner, submitted vehemently that, besides the company, only a person who, at the time the offence was committed, was in-charge of and was responsible to the company for the conduct of business of the company, can be prosecuted for an offence under section 138 of the Act. To initiate criminal proceedings for offence under section 138 of the Act against the petitioner, the complainant was required to state specifically and sufficiently in the complaint as to how the petitioner in her capacity as a Director of the company was responsible for conduct of business of the company and issue of cheque on behalf of the company. Mere reproduction of the language of the section in the complaint, which, Mr. Singh states, has been done in this case, would not suffice and issue of process against a Director in such a complaint is abuse of the process of the court. Mr. Singh submitted that even if the petitioner is taken to be a Director of the company, namely, M/s. Pal Infrastructure Solutions, the complaint filed by respondent does not suggest that she is concerned with or responsible for conduct of busi