NAVIN CHAWLA, J. (ORAL)

1. This petition has been filed under Section 482 of the Code of Criminal Procedure, 1973 (in short, ‘Cr.P.C.’) seeking quashing of the complaint filed by the respondent herein under Section 138 of the Negotiable Instruments Act, 1881 (in short, ‘NI Act’), being CC No.3635/2018, titled M/s National Industrial Corporation v. M/s Hillstar Distributors, as against the petitioner, who has been arrayed as accused no.3 in the said complaint.

2. The above complaint has been filed by the respondent impleading the accused no.1- M/s Hillstar Distributors as a proprietorship concern through its proprietor- Mr.Sandeep Gupta, who has been impleaded as the accused no.2 in the said complaint. The petitioner has been impleaded in the Complaint as the accused no. 3, stating her to be the Authorized Signatory.

3. In the complaint, the respondent/complainant has averred as under:

“4.

That the Accused No.1,

proprietorship firm represented through the Accused Nos.2 & 3 claims to be engaged in distribution and marketing of Indian Made Foreign Liquor (I.M.F.L) under the name and style „M/s Hillstar Distributors‟ having its office at 218, Vardhman Industrial Estate, Bahadurpur, Saini, Roorkee, Haridwar, Uttarakhand-249402 and branch office at H.No. 56/K, Madhuban Colony, Baghpat Road, Meerut, Uttar Pradesh-

250002.

5. That the Accused No.2 on behalf of the Accused No.1 approached the Complainant and represented himself to be the Proprietor and Authorized Signatory of the Accused no.1 and offered their services for promotion, marketing and maximizing the sale of the Complainant‟s brands namely Dimpy Whisky, Black Bull XXX Rum and Golden Barrel Reserve Whisky bottled at the Complainant‟s Bilari unit situated in Uttar Pradesh for the territory of Uttarakhand through the Bonded Ware House of the Accused situated at Haridwar.

6. That the Complainant under bonafide belief and good faith agreed to take the services of the Accused No.1 and also to supply its brands to the Accused and accordingly an agreement dated 13th June, 2017 was signed by and between the Complainant and the Accused No. 1 represented through the Accused Nos. 2 & 3 with retrospective effect from 1st June, 2017 to 31st March, 2018…… Xxxx

10. That in continuance of the same the Accused No. 1, through the Accused No. 2 issued six cheques for total amount of Rs.

20,40,000/-…..The Accused No. 1, represented through the Accused Nos. 2 and 3, issued the aforesaid cheques against invoices mentioned hereinabove to discharge their admitted liabilities…..

11. That the Accused No.

1, represented through the Accused Nos. 2 and 3, issued the aforesaid cheques under the signatures of the Accused No. 2 with the consent of the Accused No. 3 to discharge their admitted liabilities as per the contract, with commitment that the same will be honoured on presentation. That the Accused No. 2, is the Proprietor and authorized signatory of the Accused No. 1 and Accused No. 3 is also the Authorized Signatory of Accused No. 1. Therefore, the Accused Nos. 2 and 3 being part of the senior management of the Accused No. 1 are in-charge of the day to day business and operational affairs of the Accused No. 1 and hence are liable to pay any debt or amount legally payable by the Accused No. 1 and also to discharge the liabilities of the Accused No. 1. Xxxx

18. That the Accused No. 2 is the authorized signatory and Proprietor of the Accused No. 1 firm alongwith the Accused No. 3 authorized signatory of Accused No. 1, who are the persons responsible for the day to day affairs and other business operations of the Accused No. 1 at the time of commission of the offence and as such their liability is joint, several and co-extensive with the liability of the Accused No. 1.” (Emphasis supplied)

4. The learned counsel for the petitioner submits that the petitioner is neither the proprietor nor the signatory of the cheque in question. He submits that in terms of Section 141 of the NI Act, it i