The court's decision was influenced by the interpretation of the provisions of the Industrial Disputes Act, especially Section 32, and the analysis of the offences under Section 25(Q) and Section 29 r/w 31, along with the applicable limitations for filing a complaint.

1. The petitioners, who are facing prosecution for offences under Sections 25(Q), 29 and 31 of Industrial Disputes Act, 1947 (hereinafter referred as Act) seek quash of proceedings as against them.

2. The petitioners are 13 in number. The 1st petitioner is the company. The petitioners 2 and 3 are shown as the Managing Director thereof. The petitioners 4 to 12 are shown as the directors, while the 13th petitioner is said to be Senior Deputy General Manager of the 1st petitioner company. The complaint has been filed against the petitioners and one another, who it is informed is now deceased, alleging that the 1st accused company Sri Ramakrishna Steel Industries Ltd., had pursuant to industrial unrest, entered into two agreements with the workers and staff union on 12.10.1995. The offence under Section 25M of the Act is alleged against these petitioners on the ground that they resorted to lay off of workers from November 1995 to 8th March 1998 without permission of the Joint Commissioner (Industries Department).The offence under Section 29 r/w 31 of the Act is alleged on the ground that further payments agreed upon towards family tour allowance for the year 1995-96, bonus at 8.33 per cent for the year 1996-97 and dress allowance of Rs.3,000/-and that the sums due, working out to a percentage of 37.5% to be paid 15 days prior to the Diwali festival had not been paid as per Clause 3 of the agreement.

3. The learned counsel for the petitioners submits that Crl.O.P.No.24879 of 2000 filed by the petitioners for quash of proceedings was dismissed as not pressed on 15.07.2002.

4. Heard the learned counsel for the petitioners as also the learned Government Advocate (Crl.Side).

5. The 1st ground taken by the learned counsel for the petitioners is upon construction of Section 32 of the Act which reads as follows:

"Offence by companies, etc. - Where a person committing an offence under this Act is a company, or other body corporate, or an association of persons (whether incorporated or not), every director, manager, secretary, agent or other officer or person concerned with the management thereof shall, unless he proves that the offence was committed without his knowledge or consent, be deemed to be guilty of such offence."

The learned counsel would submit that this provision is akin to Section 141 of the Negotiable Instruments Act which 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 incharge 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:

[Provided further that where a person is nominated as a Director of a company by virtue of his holding any office or employment in the Central Government or State Government or a financial corporation owned or controlled by the Central Government or the State Government, as the case may be, he shall not be liable for prosecution under this Chapter.]

(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 and punished accordingly."

6. The contention is that an averment to the effect that the petitioners were persons concerned