M. KARPAGAVINAYAGAM, J.

Wipro Finance Limited, Chennai, filed two complaints against Fidelity Industries Ltd., Chennai, and its directors and authorised signatory arraying them as A-1 to A-6 for the offences under sections 138 and 141 of the Negotiable Instruments Act, 1881.

On receipt of summons petitioners Nos. 1 to 4 who are accused Nos. 2 to 5 have filed these two petitions under section 482 of the Criminal Procedure Code, praying to quash the entire proceedings in those two complaints, on the following grounds :

(i) V. G. Subbaraman, the second petitioner (A-3), retired on March 28, 1998, itself, as evidenced by Form No. 32 issued by the Registrar of Companies. Hence, he is not responsible for the issuance of the cheque on January 23, 1999, and the non-payment of the cheque amount after its dishonour and as such, the proceedings under section 138 of the Act are not valid in law in so far as he is concerned.

(ii) Though in the complaint, there is allegation against the petitioners that they are in charge of and responsible for the conduct of the business of the company (A-1) no overt act or specific allegation has been attributed to those petitioners. The cheque has bee