2026:HHC:25388 IN THE HIGH COURT OF HIMACHAL PRADESH, SHIMLA. CrMMO No. 770 of 2024 Decided on: 29.6.2026 ________________________________________________________ Sh. Saurabh Bhargava ………..Petitioner Versus State of Himachal Pradesh and others ….….Respondents ________________________________________________________ Coram: Hon’ble Mr. Justice Sandeep Sharma, Judge. Whether approved for reporting? 1 ________________________________________________________ For the Petitioner : Mr. Atul Sahi, Advocate. For the Respondents : Mr. Rajan Kahol, Additional Advocate General and Mr. Ravi Chauhan & Mr. Anish Banshtu, Deputy Advocates General, for the State. Mr. Hemant Kumar Thakur, Advocate, for respondent No.4. Mr. Anand Sharma, Senior Advocate with Mr. Karan Sharma, Advocate, for respondent No.5. Nemo for respondents No. 2, 3 and 6. ________________________________________________________ Sandeep Sharma, Judge (oral): By way of instant petition filed under Section 482 CrPC, prayer has been made on behalf of the petitioner for quashing of complaint No. 58-1 of 2010 titled as State of Himachal Pradesh (through Drugs Inspector H.Q. Hamirpur) v. Anil Chand and others as well as consequent proceedings pending in the court of learned Judicial Magistrate First Class, Nadaun, Hamirpur. 2. For having bird’s eye view of the matter, facts relevant for adjudication of the case at hand are that on 8.1.2009 Drug Inspector, Headquarters, Hamirpur alongwith Shri Jagdish Chand, Peon, visited 1 Whether the reporters of the local papers may be allowed to see the judgment? 2026:HHC:25388 2 premises of co-accused /respondent No. 2 Anil Chand Pharmacist, in- charge of M/s Shri Shri Medical Store, Opposite Bus Stand Nadaun, District Hamirpur, Himachal Pradesh. Drug Inspector concerned after having noticed that said Anil Chand was conducting business of stocking and exhibiting allopathic drugs for sale over the counter via his retail drugs licence No. HMR/2006/389 and HMR/2006/390 valid upto 29.3.2011, picked up three samples of drug namely Chlorpheniramine Maleate Tablets (C.P. Sys-4) B. No. LGT-8106, expiry date 08/2011, manufactured by M/s Legen Healthcare, Plot No.20, Sector 05, Parwanoo, District Solan, Himachal Pradesh. As per procedure, aforesaid drug was sent for chemical examination to C.T.L. Kandaghat. However, vide report dated 31.10.2009 (annexed with the complaint) sample of aforesaid Chlorpheniramine Maleate was “not of standard quality as defined in the Drugs and Cosmetics Act, 1940 and Rules there under” for the reason that “the sample of Chlorpheniramine Maleate tablets contained less content of Chlorpheniramine Maleate i.e. 37.25 % against the prescribed limit i.e. 95% to 105% as per I.P.”(available page 96 of paper book). 3. After receipt of aforesaid ‘adverse’ analysis report, (AnnexureP-J), Drug Inspector concerned, vide letter dated 9.11.2009, sent a communication to Anil Chand, Pharmacist respondent No.2, (Annexure P- J1) In Charge M/s Shri Shri Medical Store to disclose the information as required under S.18-A of the Act, who in turn, vide his reply, (Annexure PJ2) disclosed that the said drug was purchased by him from M/s Aar Kay Surgicals Tibhra Road, Sujanpur, Village and Post Office Sujanpur, District Hamirpur, vide invoice No. AKV=-908 dated 23.12.2008 (Annexure PJ3 of 2026:HHC:25388 3 complaint). Drug Inspector concerned, issued letter dated 2.12.2009 to M/s Aar Kay Surgicals, Sujanpur alongwith enclosing therewith copy of adverse analysis report and purchase invoice, asking it to disclose the information as required under Section18-A of the Act, who in turn vide letter dated 9.12.2009, (Annexure PK2 of complaint) disclosed that the drug in question was purchased by it from M/s Generica India Limited, 718, 719, Main Burari Road, Burari, Delhi vide invoice No. GIO-2530, dated 21.10.2008 (Annexure PK4 of complaint). Said firm also informed vide letter 9.12.2009 that drug was received by it from authorized signatory of the said firm, namely Mr. Hem Raj Thakur. 4. In the aforesaid background, Drug Inspector sent a notice to M/s Generica India Limited on 17.12.2009 (Annexure PL of complaint) with a copy of Adverse Analysis Report and related copies of purchase invoices, asking it to disclose the information as required under S.18-A of the Act. M/s Generica India Limited vide letter dated 23.12.2009 (Annexure PM of complaint) disclosed that the said drug was purchasd by it from M/s Legen Healthcare, Plot No. 20, Sector 05, Parwanoo, District Solan, Himachal Pradesh vide invoice No. 4, dated 7.10.2008. (Annexure PM1 of complaint). (page 136, 139 of paper book). 5. On the basis of information shared by M/s Legen Healthcare, which had allegedly manufactured the drug in question, Drug Inspector issued letter dated 1.2.2010 (Annexure PN of complaint) enclosing therewith sealed sample portion and it was asked to disclose the information as required under S.18-A of the Act. Said company issued letter dated 10.2.2010 stating that it was not satisfied with report of CTL 2026:HHC:25388 4 Kandaghat and requested to send the second sample for re-testing to Central Drug Laboratory. Though aforesaid prayer made by M/s Legen Healthcare was not acceded to but Drug Inspector having found breach of provisions of the Act, filed a complaint in the competent court of law inter alia impleading petitioner, as accused No.10, who happens to be partner of M/s Legen Healthcare. 6. Taking cognizance of averments contained in the complaint and documents annexed therewith, learned trial Court issued process against the accused named in the complaint, including the petitioner, however, fact remains that the complaint is still pending adjudication. 7. Initially, one of the partners of M/s Legen Healthcare, namely Ashish Mittal (Accused No. 11) had approached this court by way of CrMMO No. 111 of 2013, titled Ashish Mittal v. Shri Anil Chand and others for quashing of proceedings. On account of pendency of aforesaid petition, proceedings in the complaint filed by Drug Inspector could not proceed further. On account of judgment dated 16.9.2013 passed by Co-ordinate Bench of this Court in CrMMO No. 111 of 2013, Ashish Mittal, partner, M/s Legen Healthcare was discharged and complaint qua aforesaid accused was quashed. Subsequently, Mr. Anil Mediratta, Rashmi Mediratta and Amit Mediratta, who are accused No. 5 to 7 in the complaint, also approached this Court by way of CrMMO No. 738 of 2021, for quashing the afore complaint and this Court vide judgment dated 4.7.2024 while allowing the petition quashed the complaint and discharged them. 8. Though after passing of judgment dated 16.9.2013, stay granted by this court in proceedings sought to be quashed, stood vacated, 2026:HHC:25388 5 but yet proceedings in the complaint were not taken forth. It is only in the year 2021, notices were issued to other respondents including petitioner but the fact remains that till date, charge has not been framed. 9. Respondent State has filed reply to the present petition, pursuant to notices issued in the instant proceedings, wherein facts as have been noticed herein above, have not been disputed, rather stand admitted. 10. Precisely, the grouse of the petitioner, as has been highlighted in the present petition and further canvassed by Mr. Atul Sahi, Advocate, appearing for the petitioner is that Section 34 of the Drugs Act encapsulates the concept of vicarious liability on the persons, who are Incharge of, and were responsible to the company for the conduct of the business of the company, as well as the company for making them guilty of the offences committed by the company, which terms indubitably includes the partnership firms. He submitted that though petitioner herein is partner of firm, but he could neither be termed Incharge nor responsible for the conduct of the business of the firm so as to fasten vicarious liability. While making this Court peruse complaint, which is sought to be quashed, Mr. Sahi, strenuously argued that no role has been assigned to petitioner in the firm. Complaint has been filed in a casual and mechanical manner without ascertaining the true and correct facts rendering the entire prosecution as a nullity. He submitted that petitioner has nothing to do with the day-to-day affairs of the firm. For that matter, the manufacturing and analysis are done under the supervision of technical staff duly endorsed on the licenses issued by the competent authority. He submitted that day-to-day affairs of the firm are being taken/carried by the authorized representative, who is 2026:HHC:25388 6 appointed by firm, hence, in no circumstances, petitioner could be termed to be the person Incharge of, and responsible to the firm for the conduct of the business. He further argued that otherwise also, complaint is not maintainable for the reason that M/s Legen Healthcare has not been made as an accused, which is otherwise essential in such like cases. In support of his aforesaid contentions, he placed reliance upon the judgment passed by the Hon’ble Apex Court in Aneeta Hada v. Godfather Travels & Tours (P) Ltd., (2012) 5 SCC 661, judgment dated 16.9.2013, passed by coordinate Bench of this Court in CrMMO No. 111 of 2013, titled as Ashish Mittal v. Shri Anil Chand and Ors. and judgment dated 4.7.2024 passed by this Court in CrMMO No. 738 of 2021, titled as Anil Mediratta and Ors v. State of Himachal Pradesh and Ors., wherein this Court while placing reliance upon afore judgment passed by the Hon’ble Apex Court in Aneeta Hada (supra) quashed the complaint against the petitioners on the ground of non-arraignment of firm as an accused. 11. Lastly, Mr. Atul Sahi, learned counsel argued that since on account of non-compliance of various provisions as detailed herein above, prosecution case is bound to fail, no fruitful purpose would be served in case, complaint as well as consequent proceedings against the petitioner herein are allowed to sustain, rather, continuation of same, if permitted would cause great prejudice to the petitioner who would be unnecessarily subjected to ordeal of protracted trial, which otherwise is bound to fail. 12. To the contrary, Mr. Rajan Kahol, learned Additional Advocate General, while supporting the registration of complaint by Drug Inspector against the petitioner, vehemently argued that petitioner being partner of 2026:HHC:25388 7 the M/s Legen Healthcare, is liable and responsible for conduct of business of the company. He submitted that respondent No.5 Mr. Hem Raj Thakur, was merely an authorized representative of the company and petitioner being partner of the Company is liable to be punished for the commission of offence punishable under Section 27 of the Act. While referring to Section 19(3) of the Act, Mr. Rajan Kahol, learned Additional Advocate General argued that once, there is no denial to the fact that drug in question was manufactured by the company concerned and same was not found to be of standard quality, petitioner along with other co-accused being partner and Directors of company have been rightly booked for deliberate contravention of the provisions contained under Section 18 of the Act. Lastly, Mr. Kahol, learned Additional Advocate General submitted that petition under Section 482 CrPC is not maintainable, especially when complaint sought to be quashed is already fixed for consideration on charge. He further submitted that there is overwhelming evidence on record suggestive of the fact that petitioner has contravened various provisions contained under the Act and as such, it would be too premature at this stage to conclude that no case, much less case under Section 18(a)(i) punishable under Section 27(d) of the Act, is made out against petitioner. 13. I have heard learned counsel for the parties and perused material available on record. 14. Before ascertaining the genuineness and correctness of the submissions and counter submissions having been made by the learned counsel for the parties vis-à-vis prayer made in the instant petition, this Court deems it necessary to discuss/elaborate the scope and competence 2026:HHC:25388 8 of this Court to quash the criminal proceedings while exercising power under Section 482 of Cr.PC (now Section 528 of BNSS). 15. In this regard, reliance is place upon Amish Devgan vs Union of India and Ors, (2021) 1 SCC 1, wherein the Hon’ble Apex Court held as under: “(vii) Conclusion and relief 116. At this stage and before recording our final conclusion, we would like to refer to decision of this Court in Pirthi Chand [State of H.P. v. Pirthi Chand, (1996) 2 SCC 37 : 1996 SCC (Cri) 210] wherein it has been held : (SCC pp. 44-45, paras 12-13) “12. It is thus settled law that the exercise of inherent power of the High Court is an exceptional one. Great care should be taken by the High Court before embarking to scrutinise the FIR/charge-sheet/complaint. In deciding whether the case is rarest of rare cases to scuttle the prosecution in its inception, it first has to get into the grip of the matter whether the allegations constitute the offence. It must be remembered that FIR is only an initiation to move the machinery and to investigate into cognizable offence. After the investigation is conducted (sic concluded) and the charge-sheet is laid, the prosecution produces the statements of the witnesses recorded under Section 161 of the Code in support of the charge-sheet. At that stage it is not the function of the court to weigh the pros and cons of the prosecution case or to consider necessity of strict compliance with the provisions which are considered mandatory and effect of its non-compliance. It would be done after the trial is concluded. The court has to prima facie consider from the averments in the charge-sheet and the statements of witnesses on the record in support thereof whether court could take cognizance of the offence on that evidence and proceed further with the trial. If it reaches a conclusion that no cognizable offence is made out, no further act could be done except to quash the charge-sheet. But only in exceptional cases i.e. in rarest of rare cases of mala fide initiation of the proceedings to wreak private vengeance issue of process under Criminal Procedure Code is availed of. A reading of a [Vide Corrigendum dated 20-3-1996 issued from Residential Office of Hon'ble Mr Justice K. Ramaswamy.] complaint or FIR itself does not disclose at all any cognizable offence — the court may embark upon the consideration thereof and exercise the power.” 2026:HHC:25388 9 16. In the case of Kaptan Singh vs State of Uttar Pradesh and Ors., (2021) 9 SCC 35, the Supreme Court held as under : “9.1. At the outset, it is required to be noted that in the present case the High Court in exercise of powers under Section 482 CrPC has quashed the criminal proceedings for the offences under Sections 147, 148, 149, 406, 329 and 386 IPC. It is required to be noted that when the High Court in exercise of powers under Section 482 CrPC quashed the criminal proceedings, by the time the investigating officer after recording the statement of the witnesses, statement of the complainant and collecting the evidence from the incident place and after taking statement of the independent witnesses and even statement of the accused persons, has filed the charge-sheet before the learned Magistrate for the offences under Sections 147, 148, 149, 406, 329 and 386 IPC and even the learned Magistrate also took the cognizance. From the impugned judgment and order [Radhey Shyam Gupta v. State of U.P., 2020 SCC OnLine All 914] passed by the High Court, it does not appear that the High Court took into consideration the material collected during the investigation/inquiry and even the statements recorded. If the petition under Section 482 CrPC was at the stage of FIR in that case the allegations in the FIR/complaint only are required to be considered and whether a cognizable offence is disclosed or not is required to be considered. However, thereafter when the statements are recorded, evidence is collected and the charge-sheet is filed after conclusion of the investigation/inquiry the matter stands on different footing and the Court is required to consider the material/evidence collected during the investigation. Even at this stage also, as observed and held by this Court in a catena of decisions, the High Court is not required to go into the merits of the allegations and/or enter into the merits of the case as if the High Court is exercising the appellate jurisdiction and/or conducting the trial. As held by this Court in Dineshbhai Chandubhai Patel [Dineshbhai Chandubhai Patel v. State of Gujarat, (2018) 3 SCC 104 : (2018) 1 SCC (Cri) 683] in order to examine as to whether factual contents of FIR disclose any cognizable offence or not, the High Court cannot act like the investigating agency nor can exercise the powers like an appellate court. It is further observed and held that that question is required to be examined keeping in view, the contents of FIR and prima facie material, if any, requiring no proof. At such stage, the High Court cannot appreciate evidence nor can it draw its own inferences from contents of FIR and material relied on. It is further observed it is more so, when the material 2026:HHC:25388 10 relied on is disputed. It is further observed that in such a situation, it becomes the job of the investigating authority at such stage to probe and then of the court to examine questions once the charge-sheet is filed along with such material as to how far and to what extent reliance can be placed on such material. 12. Therefore, the High Court has grossly erred in quashing the criminal proceedings by entering into the merits of the allegations as if the High Court was exercising the appellate jurisdiction and/or conducting the trial. The High Court has exceeded its jurisdiction in quashing the criminal proceedings in exercise of powers under Section 482 CrPC.” 17. Recently, Hon’ble Apex Court in Abhishek Singh vs Ajay Kumar and Ors., (2025) SCC OnLine SC 1313, held as under: “9. The scope of the Court's power to quash and set aside proceedings is well-settled to warrant any restatement. While the arguments advanced have the potential to raise many issues for consideration, we must first satisfy ourselves as to the propriety of the exercise of such power by the High Court. The task of the High Court, when called upon to adjudicate an application seeking to quash the proceedings, is to see whether, prima facie, an offence is made out or not. It is not to examine whether the charges may hold up in the Court. In doing so, the area of action is circumscribed. In Rajeev Kourav v. Baisahab, it was held: “8. It is no more res integra that exercise of power under Section 482 CrPC to quash a criminal proceeding is only when an allegation made in the FIR or the charge-sheet constitutes the ingredients of the offence/offences alleged. Interference by the High Court under Section 482 CrPC is to prevent the abuse of process of any court or otherwise to secure the ends of justice. It is settled law that the evidence produced by the accused in his defence cannot be looked into by the court, except in very exceptional circumstances, at the initial stage of the criminal proceedings. It is trite law that the High Court cannot embark upon the appreciation of evidence while considering the petition filed under Section 482 CrPC for quashing criminal proceedings. It is clear from the law laid down by this Court that if a prima facie case is made out disclosing the ingredients of the offence alleged against the accused, the Court cannot quash a criminal proceeding.” 15. In that view of the matter, we hold that the High Court had improperly quashed the proceedings initiated by the appellant. It stands clarified that we have not expressed any opinion on the matter, 2026:HHC:25388 11 and the guilt or innocence of the respondents has to be established in the trial, in accordance with the law. The proceedings out of the subject FIR, mentioned in paragraph 2 are revived and restored to the file of the concerned Court.” 18. A three-Judge Bench of the Hon’ble Apex Court in case titled State of Karnataka v. L. Muniswamy and others, 1977 (2) SCC 699, held that High Court while exercising power under Section 482 Cr.PC is entitled to quash the proceedings, if it comes to the conclusion that allowing the proceeding to continue would be an abuse of the process of the Court or that the ends of justice require that the proceeding ought to be quashed. 19. Subsequently, in case titled State of Haryana and others v. Bhajan Lal and others, 1992 Supp (1) SCC 335, the Hon’ble Apex Court while elaborately discussing the scope and competence of High Court to quash criminal proceedings under Section 482 Cr.PC laid down certain principles governing the jurisdiction of High Court to exercise its power. After passing of aforesaid judgment, issue with regard to exercise of power under Section 482 Cr.PC, again came to be considered by the Hon’ble Apex Court in case bearing Criminal Appeal No.577 of 2017 (arising out of SLP (CrL.) No. 287 of 2017) titled Vineet Kumar and Ors. v. State of U.P. and Anr., wherein it has been held that saving of the High Court’s inherent powers, both in civil and criminal matters, is designed to achieve a salutary public purpose i.e. court proceedings ought not to be permitted to degenerate into a weapon of harassment or persecution. 20. Reliance is placed upon judgment of Hon’ble Apex Court in Prashant Bharti v. State (NCT of Delhi), (2013) 9 SCC 293, relying upon its earlier judgment titled as Rajiv Thapar and Ors v. Madan Lal Kapoor, (2013) 3 SCC 330. 2026:HHC:25388 12 21. Reliance in this regard is also placed upon judgment passed by the Hon’ble Apex Court in B.N. John Vs. State of U.P., 2025 SCC OnLine SC 7, which reads as under: “7. As far as the quashing of criminal cases is concerned, it is now more or less well settled as regards the principles to be applied by the court. In this regard, one may refer to the decision of this Court in State of Haryana v. Ch. Bhajan Lal, 1992 Supp (1) SCC 335, wherein this Court has summarized some of the principles under which FIR/complaints/criminal cases could be quashed in the following words: “102. In the backdrop of the interpretation of the various relevant provisions of the Code under Chapter XIV and of the principles of law enunciated by this Court in a series of decisions relating to the exercise of the extraordinary power under Article 226 or the inherent powers under Section 482 of the Code which we have extracted and reproduced above, we give the following categories of cases by way of illustration wherein such power could be exercised either to prevent abuse of the process of any court or otherwise to secure the ends of justice, though it may not be possible to lay down any precise clearly defined and sufficiently channelised and inflexible guidelines or rigid formulae and to give an exhaustive list of myriad kinds of cases wherein such power should be exercised. (1) Where the allegations made in the first information report or the complaint, even if they are taken at their face value and accepted in their entirety, do not prima facie constitute any offence or make out a case against the accused. (2) Where the allegations in the first information report and other materials, if any, accompanying the FIR do not disclose a cognizable offence, justifying an investigation by police officers under Section 156(1) of the Code except under an order of a Magistrate within the purview of Section 155(2) of the Code. (3) Where the uncontroverted allegations made in the FIR or complaint and the evidence collected in support of the same do not disclose the commission of any offence and make out a case against the accused. (4) Where the allegations in the FIR do not constitute a cognizable offence but constitute only a non-cognizable offence, no investigation is permitted by a police officer without an order of a Magistrate as contemplated under Section 155(2) of the Code. 2026:HHC:25388 13 (5) Where the allegations made in the FIR or complaint are so absurd and inherently improbable on the basis of which no prudent person can ever reach a just conclusion that there is sufficient ground for proceeding against the accused. (6) Where there is an express legal bar engrafted in any of the provisions of the Code or the concerned Act (under which a criminal proceeding is instituted) to the institution and continuance of the proceedings and/or where there is a specific provision in the Code or the concerned Act, providing efficacious redress for the grievance of the aggrieved party. (7) Where a criminal proceeding is manifestly attended with mala fide and/or where the proceeding is maliciously instituted with an ulterior motive for wreaking vengeance on the accused and with a view to spite him due to a private and personal grudge.” (emphasis added) 8. Of the aforesaid criteria, clause no. (1), (4) and (6) would be of relevance to us in this case. In clause (1) it has been mentioned that where the allegations made in the first information report or the complaint, even if they are taken at their face value and accepted in their entirety do not prima facie constitute any offence or make out a case against the accused, then the FIR or the complaint can be quashed. As per clause (4), where the allegations in the FIR do not constitute a cognizable offence but constitute only a non-cognizable offence, no investigation is permitted by a police officer without an order dated by the Magistrate as contemplated under Section 155 (2) of the CrPC, and in such a situation, the FIR can be quashed. Similarly, as provided under clause (6), if there is an express legal bar engrafted in any of the provisions of the CrPC or the concerned Act under which the criminal proceedings are instituted, such proceedings can be quashed.” 22. Reliance is further placed upon the judgment passed by the Hon’ble Apex Court in Ajay Malik v. State of Uttarakhand, 2025 SCC OnLine SC 185, which reads as under: “8. It is well established that a High Court, in exercising its extraordinary powers under Section 482 of the CrPC, may issue orders to prevent the abuse of court processes or to secure the ends of justice. These inherent powers are neither controlled nor limited by any other statutory provision. 2026:HHC:25388 14 However, given the broad and profound nature of this authority, the High Court must exercise it sparingly. The conditions for invoking such powers are embedded within Section 482 of the CrPC itself, allowing the High Court to act only in cases of clear abuse of process or where intervention is essential to uphold the ends of justice. 9. It is in this backdrop that this Court, over the course of several decades, has laid down the principles and guidelines that High Courts must follow before quashing criminal proceedings at the threshold, thereby pre-empting the Prosecution from building its case before the Trial Court. The grounds for quashing, inter alia, contemplate the following situations : (i) the criminal complaint has been filed with mala fides; (ii) the FIR represents an abuse of the legal process; (iii) no prima facie offence is made out; (iv) the dispute is civil in nature; (v.) the complaint contains vague and omnibus allegations; and (vi) the parties are willing to settle and compound the dispute amicably (State of Haryana v. Bhajan Lal, 1992 Supp (1) SCC 335).” 23. It is quite apparent from the bare perusal of aforesaid judgments passed by the Hon’ble Apex Court from time to time that where a criminal proceeding is manifestly attended with mala fide and/or where the proceeding is maliciously instituted with an ulterior motive for wreaking vengeance on the accused and with a view to spite him/her due to private and personal grudge, High Court while exercising power under Section 482 Cr.PC can proceed to quash the proceedings. 24. Now being guided by the aforesaid proposition of law laid down by the Hon’ble Apex Court, this Court would make an endeavor to examine and consider the prayer made in the instant petition vis-à-vis factual matrix of the case. 25. It is apparent from the bare perusal of the Section 34 of the Act that a Company is primarily liable for the commission of an offence punishable under the Act. As per afore provision of law, vicarious liability has been fastened upon a person who, at the time the offence was 2026:HHC:25388 15 committed, was in charge of and responsible to the Company for the conduct of its business. Section 34 of the Act reads as under: “34. Offences by companies.— (1)Where an offence under this Act has been committed by 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 such person liable to any punishment provided in this Act if he proves that the offence was committed without his knowledge or that he exercised all due diligence to prevent the commission of such offence.” 26. Aforesaid provision of law deals with offence, if any, committed by company. Aforesaid provision of law provides that where an offence under this Act has been committed by a company, every person who at the time of commission of offence, 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. Proviso to the aforesaid section provides that nothing contained in this sub-section shall render any such person liable to any punishment provided in this Act if he proves that the offence was committed without his knowledge or that he exercised all due diligence to prevent the commission of the offence. Since, in the case at hand also, Mr. Suresh Chandra Dubey and Mr. Praveen Singh were in-charge of and were responsible to, the company for the conduct of the business of the company, liability cannot be fastened on petitioner, especially petitioner nos. 2 to 5, being partners of the firm. 2026:HHC:25388 16 27. In this regard, reliance is placed upon judgment of Hon'ble Apex Court in Susela Padmavathy Amma v. Bharti Airtel Ltd., 2024 SCC OnLine SC 311 wherein it has been held that a person can be vicariously liable if he is in charge and responsible to the Company for the conduct of its business. Relevant paras of the judgment reads as under: “18. In the case of State of Haryana v. Brij Lal Mittal (1998) 5 SCC 343, this Court observed thus: “8. Nonetheless, we find that the impugned judgment of the High Court has got to be upheld for an altogether different reason. Admittedly, the three respondents were being prosecuted as directors of the manufacturers with the aid of Section 34(1) of the Act, which reads as under: “34. Offences by companies.—(1) Where an offence under this Act has been committed by 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 subsection shall render any such person liable to any punishment provided in this Act if he proves that the offence was committed without his knowledge or that he exercised all due diligence to prevent the commission of such offence. It is thus seen that the vicarious liability of a person for being prosecuted for an offence committed under the Act by a company arises if, at the material time, he was in charge of and was also responsible to the company for the conduct of its business. Simply because a person is a director of the company, it does not necessarily mean that he fulfils both the above requirements so as to make him liable. Conversely, without being a director, a person can be in charge of and responsible to the company for the conduct of its business. From the complaint in question, we, however, find that except for a bald statement that the respondents were directors of the manufacturers, there is no other allegation to indicate, even prima facie, that they were in charge of the company and also responsible to the company for the conduct of its business.” 19. It could thus be seen that this Court had held that simply because a person is a director of the company, it does not necessarily mean that he fulfils the twin requirements of Section 34(1) of the said Act so as to make 2026:HHC:25388 17 him liable. It has been held that a person cannot be made liable unless, at the material time, he was in charge of and was also responsible to the company for the conduct of its business. 20. In the case of S.M.S. Pharmaceuticals Ltd. (supra), this Court was considering the question as to whether it was sufficient to make the person liable for being a director of a company under Section 141 of the Negotiable Instruments Act, 1881. This Court considered the definition of the word “director” as defined in Section 2(13) of the Companies Act, 1956. This Court observed thus: “8. ……. There is nothing which suggests that simply by being a director in a company, one is supposed to discharge particular functions on behalf of a company. It happens that a person may be a director in a company, but he may not know anything about the day-to-day functioning of the company. As a director, he may be attending meetings of the Board of Directors of the company, where they usually decide policy matters and guide the course of business of the company. It may be that a Board of Directors may appoint sub-committees consisting of one or two directors out of the Board of the company who may be made responsible for the day-today functions of the company. These are matters which form part of the resolutions of the Board of Directors of a company. Nothing is oral. What emerges from this is that the role of a director in a company is a question of fact depending on the peculiar facts in each case. There is no universal rule that a director of a company is in charge of its everyday affairs. We have discussed about the position of a director in a company in order to illustrate the point that there is no magic as such in a particular word, be it director, manager or secretary. It all depends upon the respective roles assigned to the officers in a company. …..” 21. It was held that merely because a person is a director of a company, it is not necessary that he is aware of the day-today functioning of the company. This Court held that there is no universal rule that a director of a company is in charge of its everyday affairs. It was, therefore, necessary to aver as to how the director of the company was in charge of the dayto- day affairs of the company or responsible to the affairs of the company. This Court, however, clarified that the position of a managing director or a joint managing director in a company may be different. This Court further held that these persons, as the designation of their office suggests, are in charge of a company and are responsible for the conduct of the business of the company. To escape liability, they will have to prove that when the offence was committed, they had no knowledge of the offence or that they exercised all due diligence to prevent the commission of the offence. 2026:HHC:25388 18 22. In the case of Pooja Ravinder Devidasani v. State of Maharashtra (2014) 16 SCC 1, this Court observed thus: “17. …… Every person connected with the Company will not fall into the ambit of the provision. Time and again, it has been asserted by this Court that only those persons who were in charge of and responsible for the conduct of the business of the Company at the time of the commission of an offence will be liable for criminal action. A Director, who was not in charge of and was not responsible for the conduct of the business of the Company at the relevant time, will not be liable for an offence under Section 141 of the NI Act. In National Small Industries Corpn. [National Small Industries Corpn. Ltd. v. Harmeet Singh Paintal, (2010) 3 SCC 330 : (2010) 1 SCC (Civ) 677 : (2010) 2 SCC (Cri) 1113] this Court observed : (SCC p. 336, paras 13-14) “13. Section 141 is a penal provision creating vicarious liability, which, as per settled law, must be strictly construed. It is therefore not sufficient to make a bald, cursory statement in a complaint that the Director (arrayed as an accused) is in charge of and responsible to the company for the conduct of the business of the company without anything more as to the role of the Director. But the complaint should spell out as to how and in what manner Respondent 1 was in charge of or was responsible to the accused Company for the conduct of its business. This is in consonance with a strict interpretation of penal statutes, especially where such statutes create vicarious liability. 14. A company may have a number of Directors and to make any or all the Directors as accused in a complaint merely on the basis of a statement that they are in charge of and responsible for the conduct of the business of the company without anything more is not a sufficient or adequate fulfilment of the requirements under Section 141.”(emphasis in original) 18. In Girdhari Lal Gupta v. D.H. Mehta [Girdhari Lal Gupta v. D.H. Mehta, (1971) 3 SCC 189: 1971 SCC (Cri) 279: AIR 1971 SC 2162], this Court observed that a person “in charge of a business” means that the person should be in overall control of the day-to-day business of the Company. 19. A Director of a company is liable to be convicted for an offence committed by the company if he/she was in charge of and was responsible to the company for the conduct of its business or if it is proved that the offence was committed with the consent or connivance of, or was attributable to any negligence on the part of the Director concerned (see State of Karnataka v. Pratap Chand [State of Karnataka v. Pratap Chand, (1981) 2 SCC 335: 1981 SCC (Cri) 453] ). 2026:HHC:25388 19 20. In other words, the law laid down by this Court is that for making a Director of a company liable for the offences committed by the company under Section 141 of the NI Act, there must be specific averments against the Director showing as to how and in what manner the Director was responsible for the conduct of the business of the company. 21.In Sabitha Ramamurthy v. R.B.S. Channabasavaradhya [Sabitha Ramamurthyv.R.B.S. Channabasavaradhya,(2006) 10 SCC 581(2007) 1 SCC (Cri) 621], it was held by this Court that: (SCC pp. 584-85, para 7) “7. … It is not necessary for the complainant to specifically reproduce the wordings of the section, but what is required is a clear statement of fact so as to enable the court to arrive at a prima facie opinion that the accused is vicariously liable. Section 141 raises a legal fiction. By reason of the said provision, a person although is not personally liable for the commission of such an offence would be vicariously liable therefor. Such vicarious liability can be inferred so far as a company registered or incorporated under the Companies Act, 1956 is concerned only if the requisite statements, which are required to be averred in the complaint petition, are made so as to make the accused therein vicariously liable for the offence committed by the company.”(emphasis supplied) By verbatim reproducing the words of the section without a clear statement of fact supported by proper evidence, so as to make the accused vicariously liable, is a ground for quashing proceedings initiated against such person under Section 141 of the NI Act.” 23. It could thus clearly be seen that this Court has held that merely reproducing the words of the section without a clear statement of fact as to how and in what manner a director of the company was responsible for the conduct of the business of the company, would not ipso facto make the director vicariously liable. 24. A similar view has previously been taken by this Court in the case of K.K. Ahuja v. V.K. Vora (2009) 10 SCC 48. 25. In the case of State of NCT of Delhi through Prosecuting Officer, Insecticides, Government of NCT, Delhi v. Rajiv Khurana (2010) 11 SCC 469, this Court reiterated the position thus: “17. The ratio of all these cases is that the complainant is required to state in the complaint how a Director who is sought to be made an accused was in charge of the business of the company or responsible for the conduct of the company's business. Every Director does not needto be and is not in charge of the business of the company. If that is the position with regard to a Director, it is needless to emphasise that in the case of non-director officers, it is all the more necessary to state what were his 2026:HHC:25388 20 duties and responsibilities in the conduct of the business of the company and how and in what manner he is responsible or liable.” 26. In the case of Ashoka Mal Bafna (supra), this Court observed thus: “9. To fasten vicarious liability under Section 141 of the Act on a person, the law is well settled by this Court in a catena of cases that the complainant should specifically show as to how and in what manner the accused was responsible. Simply because a person is a Director of a defaulter Company, does not make him liable under the Act. Time and again, it has been asserted by this Court that only the person who was at the helm of affairs of the Company and in charge of and responsible for the conduct of the business at the time of the commission of an offence will be liable for criminal action. (See Pooja Ravinder Devidasani v. State of Maharashtra [Pooja Ravinder Devidasani v. State of Maharashtra, (2014) 16 SCC 1 : (2015) 3 SCC (Civ) 384 : (2015) 3 SCC (Cri) 378: AIR 2015 SC 675].) 10. In other words, the law laid down by this Court is that for making a Director of a Company liable for the offences committed by the Company under Section 141 of the Act, there must be specific averments against the Director showing as to how and in what manner the Director was responsible for the conduct of the business of the Company.” 27. A similar view has been taken by this Court in the case of Lalankumar Singh v. State of Maharashtra 2022 SCC OnLine SC 1383, to which one of us (B.R. Gavai, J.) was a party.” 28. Reliance is also placed upon Pawan Kumar Goel v. State of U.P., 2022 SCC OnLine SC 1598 wherein it has been held that only a person, who is in charge of and responsible to the Company for its affairs can be summoned and punished for the acts of the Company. Relevant paras of the judgment reads as under: “22. A two-judge Bench of this Court in the case of K.K. Ahuja v. V.K. Vora(2005) 8 SCC 89, after analysing the provisions contained in Section 141 of the Act, observed as under:— “16. Having regard to section 141, when a cheque issued by a company (incorporated under the Companies Act, 1956) is dishonoured, in addition to the company, the following persons are deemed to be guilty of the offence and shall be liable to be proceeded against and punished: 2026:HHC:25388 21 i 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; ii any Director, Manager, Secretary or other officer of the company with whose consent and connivance, the offence under section 138 has been committed; and iii any Director, Manager, Secretary or other officer of the company whose negligence resulted in the offence under section 138 of the Act being committed by the company. While the liability of persons in the first category arises under sub-section (1) of Section 141, the liability of persons mentioned in categories (ii) and (iii) arises under sub-section (2). The scheme of the Act, therefore, is that a person who is responsible to the company for the conduct of the business of the company and who is in charge of the business of the company is vicariously liable by reason only of his fulfilling the requirements of subsection (1). But if the person responsible to the company for the conduct of business of the company, was not in charge of the conduct of the business of the company, then he can be made liable only if the offence was committed with his consent or connivance or as a result of his negligence. 17. The criminal liability for the offence by a company under section 138 is fastened vicariously on the persons referred to in sub-section (1) of section 141 by virtue of a legal fiction. Penal statutes are to be construed strictly. Penal statutes providing constructive vicarious liability should be construed much more strictly. When conditions are prescribed for extending such constructive criminal liability to others, courts will insist upon strict literal compliance. There is no question of inferential or implied compliance. Therefore, a specific averment complying with the requirements of section 141 is imperative. As pointed out in K. Srikanth Singh v. North East Securities Ltd. - (2007) 12 SCC 788, the mere fact that at some point of time, an officer of a company had played some role in the financial affairs of the company, will not be sufficient to attract the constructive liability under section 141 of the Act. 18. Sub-section (2) of section 141 provides that a Director, Manager, Secretary or other officer, though not in charge of the conduct of the business of the company will be liable if the offence had been committed with his consent or connivance or if the offence was a result of any negligence on his part. The liability of persons mentioned in subsection (2) is not on account of any legal fiction but on account of the specific part played-consent and 2026:HHC:25388 22 connivance, or negligence. If a person is to be made liable under sub- section (2) of section 141, then it is necessary to aver consent and connivance, or negligence on his part.” 23. The scope of Section 141 of the NI Act was again exhaustively considered by this Court Pharmaceuticals Ltd. v. Neeta Bhalla (2005) 8 SCC 89.: “10. ….What is required is that the persons who are sought to be made criminally liable under Section 141 should be, at the time the offence was committed, in charge of and responsible to the company for the conduct of the business of the company. Every person connected with the company shall not fall within the ambit of the provision. It is only those persons who were in charge of and responsible for the conduct of the business of the company at the time of the commission of an offence who will be liable for criminal action. It follows from this that if a director of a Company who was not in charge of and was not responsible for the conduct of the business of the company at the relevant time, will not be liable under the provision. The liability arises from being in charge of and responsible for the conduct of the business of the company at the relevant time when the offence was committed, and not on the basis of merely holding a designation or office in a company. Conversely, a person not holding any office or designation in a Company may be liable if he satisfies the main requirement of being in charge of and responsible for the conduct of the business of a Company at the relevant time. Liability depends on the role one plays in the affairs of a Company and not on designation or status. If being a Director or Manager, or Secretary was enough to cast criminal liability, the Section would have said so. Instead of “every person”, the section would have said “every Director, Manager or Secretary in a Company is liable”,..etc. The legislature is aware that it is a case of criminal liability which means serious consequences so far as the person sought to be made liable is concerned. Therefore, only persons who can be said to be connected with the commission of a crime at the relevant time have been subjected to action… 18. To sum up, there is an almost unanimous judicial opinion that necessary averments ought to be contained in a complaint before a person can be subjected to criminal process. A liability under Section 141 of the Act is sought to be fastened vicariously on a person connected with a company, the principal accused being the company itself. It is a departure from the rule in criminal law against vicarious liability. A clear case should be spelt out in the complaint against the person sought to be made liable. Section 141 of the Act contains the requirements for making 2026:HHC:25388 23 a person liable under the said provision. That the respondent falls within the parameters of Section 141 has to be spelt out. A complaint has to be examined by the Magistrate in the first instance on the basis of the averments contained therein. If the Magistrate is satisfied that there are averments which bring the case within Section 141, he would issue the process. We have seen that merely being described as a director in a company is not sufficient to satisfy the requirement of Section 141. Even a non-director can be liable under Section 141 of the Act. The averments in the complaint would also serve the purpose that the person sought to be made liable would know what the case is which is alleged against him. This will enable him to meet the case at the trial.”(emphasis supplied).” 29. Reliance is also placed upon judgment of Hon'ble Apex Court in case titled Rajesh Viren Shah v. Redington India Ltd., (2024) 4 SCC 305: 2024 SCC OnLine SC 143, K.S. Mehta v. Morgan Securities & Credits (P) Ltd., 2025 SCC OnLine SC 492. Similarly, in yet another judgment of Hon'ble Apex Court in Siby Thomas v. Somany Ceramics Ltd., (2024) 1 SCC 348 held that the primary responsibility to make the averment, that the accused is in charge and responsible for the firm for its affairs lies upon the complainant, in the absence of which the accused cannot be held liable. 30. From the aforesaid exposition of law it is quite apparent that primary responsibility to make the averment, that the accused is in charge and responsible for the firm for its affairs lies upon the complainant, in the absence of which the accused cannot be held liable. In the case at hand also, the complaint is completely silent regarding role of the petitioner being partner and his responsibility towards firm M/s Legen Healthcare, which is not made accused in the complaint. These averments do not satisfy the parameters laid down by the Hon’ble Supreme Court in the aforesaid judgments. 2026:HHC:25388 24 31. No doubt, petitioner is partner of the M/s Legen Healthcare, but the question which needs to be determined is whether he being in the capacity of partner of the accused-firm could be prosecuted in the given facts and circumstances, especially when firm has appointed competent Technical Staff/authorised representative, as is evident from the certificate of renewal of license issued by the State Drugs Controller. Interestingly, authorised representatives, who are otherwise responsible for testing, have been not made accused and as such, complaint lodged at the behest complainant-Union of India is bound to fail. Besides above, as has been observed hereinabove, there is no specific mention with regard to role of the partner, as far as manufacturing is concerned. Careful perusal of averments contained in the complaint nowhere suggest that petitioner was responsible for day-to-day affairs of the firm, especially manufacturing, which otherwise was done under the supervision of technical team. 32. Leaving everything aside, this Court finds that M/s Legen Healthcare of which petitioner is one of the partner has been not arrayed as an accused. If it is so, presumption, if any, against the petitioner being partner of the Company is bound to fail especially when there is nothing on record to suggest that on the date of drawing samples, petitioner being partner of the company was responsible for day to day affairs of the company. 33. At this stage, it would be apt to take note of Section 34 of the unamended Act, 1940, which is reproduced herein above. Aforesaid provision of law deals with offence, if any, committed by company. Aforesaid provision provides that where an offence under this Act has been 2026:HHC:25388 25 committed by 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. 34. Till the time, company is arrayed as an accused, offence, if any, committed by company, cannot be ascertained. For the offence, if any, committed by a company, person responsible for conduct of business of the company is to be dealt in accordance with law, but admittedly, for doing so, such company is essentially required to be impleaded as an accused. However, in the instant case, M/s Legen Healthcare has not been arrayed as party till date. Since aforesaid company has not been arrayed as accused, it is not understood how prosecution would prove case against its Director/Partner i.e. petitioner herein. 35. Reliance in this regard is placed upon Aneeta Hada (supra), wherein, a similar provision enacted in the Negotiable Instruments Act was considered by the Hon’ble Supreme Court and it was held that prosecution of the company is sine qua non for prosecuting the officials of the company. It is not permissible to prosecute the officials without prosecuting the company. It was observed:- “58. Applying the doctrine of strict construction, we are of the considered opinion that the commission of an offence by the company is an express condition precedent to attract the vicarious liability of others. Thus, the words “as well as the company” appearing in the section make it absolutely unmistakably clear that when the company can be prosecuted, then only the persons mentioned in the other categories could be vicariously liable for the offence subject to the averments in the petition and proof thereof. One cannot be oblivious of the fact that the company is 2026:HHC:25388 26 a juristic person and it has its own respectability. If a finding is recorded against it, it would create a concavity in its reputation. There can be situations when the corporate reputation is affected when a Director is indicted. 59. In view of our aforesaid analysis, we arrive at the irresistible conclusion that for maintaining the prosecution under Section 141 of the Act, arraigning of a company as an accused is imperative. The other categories of offenders can only be brought in the dragnet on the touchstone of vicarious liability as the same has been stipulated in the provision itself. We say so on the basis of the ratio laid down in C.V. Parekh [(1970) 3 SCC 491: 1971 SCC (Cri) 97] which is a three-judge Bench decision. Thus, the view expressed in Sheoratan Agarwal [(1984) 4 SCC 352: 1984 SCC (Cri) 620] does not correctly lay down the law and, accordingly, is hereby overruled. The decision in Anil Hada [(2000) 1 SCC 1: 2001 SCC (Cri) 174] is overruled with the qualifier as stated in para 51. The decision in Modi Distillery [(1987) 3 SCC 684: 1987 SCC (Cri) 632] has to be treated to be restricted to its own facts as has been explained by us hereinabove. 36. A similar view was taken by Hon'ble Apex Court in Dayle De'souza v. Govt. of India, 2021 SCC OnLine SC 1012, wherein it was observed:- “24. There is yet another difficulty for the prosecution in the present case as the Company has not been made an accused or even summoned to be tried for the offence. The position of law as propounded in State of Madras v. C.V. Parekh (1970) 3 SCC 491, reads: “3. Learned Counsel for the appellant, however, sought conviction of the two respondents on the basis of Section 10 of the Essential Commodities Act under which, if the person contravening an order made under Section 3 (which covers an order under the Iron and Steel Control Order, 1956), is a company, every person who, at the time the contravention 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 contravention and shall be liable to be proceeded against and punished accordingly. It was urged that the two respondents were in charge of, and were responsible to, the Company for the conduct of the business of the Company and, consequently, they must be held responsible for the sale and for thus contravening the provisions of clause (5) of the Iron and Steel Control Order. This argument cannot be 2026:HHC:25388 27 accepted, because it ignores the first condition for the applicability of Section 10 to the effect that the person contravening the order must be a company itself. In the present case, there is no finding either by the Magistrate or by the High Court that the sale in contravention of clause (5) of the Iron and Steel Control Order was made by the Company. In fact, the Company was not charged with the offence at all. The liability of the persons in charge of the Company only arises when the contravention is by the Company itself. Since, in this case, there is no evidence and no finding that the Company contravened clause (5) of the Iron and Steel Control Order, the two respondents could not be held responsible. The actual contravention was by Kamdar and Vallabhdas Thacker and any contravention by them would not fasten responsibility on the respondents. The acquittal of the respondents is, therefore, fully justified. The appeal fails and is dismissed.” 25. However, this proposition was later deviated from in Sheoratan Agarwal v. State of Madhya Pradesh (1984) 4 SCC 352. This case pertained to the pari materia provision under Section 10 of the Essential Commodities Act, 1955. The court held that anyone among the company itself; every person in charge of and responsible to the company for the conduct of the business; or any director, manager, secretary or other officers of the company with whose consent or connivance or because of whose neglect offence had been committed, could be prosecuted alone. However, the person in charge or an officer of the company could be held guilty in that capacity only after it has been established that there has been a contravention by the company as well. However, this will not mean that the person in charge or an officer of the company must be arraigned simultaneously along with the company if he is to be found guilty and punished. 26. Relying upon the reasoning in Sheoratan Agarwal (supra) and limiting the interpretation of C.V. Parekh (supra), this Court in Anil Hada v. Indian Acrylic Ltd. (2000) 1 SCC 1 had held that: “13. If the offence was committed by a company it can be punished only if the company is prosecuted. But instead of prosecuting the company if a payee opts to prosecute only the persons falling within the second or third category, the payee can succeed in the case only if he succeeds in showing that the offence was actually committed by the company. In such a prosecution the accused can show that the company has not committed the offence, though such a company is not made an accused, and hence the prosecuted accused is not liable to be punished. The provisions do not contain a condition that prosecution of the company is sine qua non for 2026:HHC:25388 28 prosecution of the other persons who fall within the second and the third categories mentioned above. No doubt a finding that the offence was committed by the company is sine qua non for convicting those other persons. But if a company is not prosecuted due to any legal snag or otherwise, the other prosecuted persons cannot, on that score alone, escape from the penal liability created through the legal fiction envisaged in Section 141 of the Act.” 27. However, subsequent decisions of this Court have emphasised that the provision imposes vicarious liability by way of deeming fiction which presupposes and requires the commission of the offence by the company itself as it is a separate juristic entity. Therefore, unless the company as a principal accused has committed the offence, the persons mentioned in subsection (1) would not be liable and cannot be prosecuted. Section 141(1) of the Negotiable Instruments Act, extends vicarious criminal liability to the officers of a company by deeming fiction, which arises only when the offence is committed by the company itself and not otherwise. Overruling Sheoratan Agarwal and Anil Hada, in Aneeta Hada v. Godfather Travels and Tours Private Limited (2012)5 SCC 661, a 3-judge bench of this court expounding on the vicarious liability under Section 141 of the Negotiable Instruments Act, has held: “51. We have already opined that the decision in Sheoratan Agarwal runs counter to the ratio laid down in C.V. Parekh which is by a larger Bench and hence, is a binding precedent. On the aforesaid ratiocination, the decision in Anil Hada has to be treated as not laying down the correct law as far as it states that the Director or any other officer can be prosecuted without impleadment of the company. Needless to emphasise, the matter would stand on a different footing where there is some legal impediment and the doctrine of lex non cogit ad impossibilia gets attracted. xxxxxxxx 59. In view of our aforesaid analysis, we arrive at the irresistible conclusion that for maintaining the prosecution under Section 141 of the Act, arraigning of a company as an accused is imperative. The other categories of offenders can only be brought in the drag-net on the touchstone of vicarious liability as the same has been stipulated in the provision itself. We say so on the basis of the ratio laid down in C.V. Parekh which is a three-judge Bench decision. Thus, the view expressed in Sheoratan Agarwal does not correctly lay down the law and, accordingly, is hereby overruled. The decision in Anil Hada is overruled with the qualifier as stated in para 51. The decision in Modi Distillery has to be treated to be restricted to its own facts as has been explained by us hereinabove.” 2026:HHC:25388 29 37. From the aforesaid exposition of law laid down by Hon'ble Apex Court, it is thus clear that, a company, being a juristic person, cannot be imprisoned, but it can be subjected to a fine, which in itself is a punishment. Every punishment has adverse consequences, and therefore, prosecution of the company is mandatory. The exception would possibly be when the company itself has ceased to exist or cannot be prosecuted due to a statutory bar. However, such exceptions are of no relevance in the present case. Thus, the present prosecution must fail for this reason as well. Therefore, it is not permissible to prosecute the petitioner without prosecuting the company. Since the company has not been arrayed as an accused, therefore, it is not permissible to prosecute the petitioner, being partner of the Company, in view of the binding precedents of the Hon’ble Supreme Court. 38. Having scanned the entire material adduced on record, vis-à- vis prayer made in the instant petition, this court is persuaded to agree with learned counsel, appearing for the petitioner, that this court, while exercising power under Section 482 CrPC may proceed to quash the complaint against the petitioner, because continuance thereof would be sheer abuse of process of law, since, for the reasons stated herein above, case of prosecution is bound to fail against the petitioner in all probabilities. 39. Otherwise also, in case prayer made on behalf of the petitioner is not accepted he would be subjected to unnecessary ordeal of facing protracted trial, which otherwise is bound to fail. 40. In view of detailed discussion made herein above and law taken into consideration, present petition is allowed. Complaint No. 58-1 of 2010 titled as State of Himachal Pradesh (through Drugs Inspector H.Q. Hamirpur) v. Anil Chand and others as well as consequent proceedings 2026:HHC:25388 30 pending in the court of learned Judicial Magistrate First Class, Nadaun, Hamirpur are quashed and set aside qua the petitioner. The petitioner is discharged henceforth. All pending applications, stand disposed of. (Sandeep Sharma) Judge June 29 , 2026 Manjit