M.A.A. ANNAMALAI v. STATE OF KARNATAKA & Anr.

1.3. Admittedly, there were no allegations against the appellant in the FIR. He ceased to be a Director of the company from 27.12.1997 whereas the alleged offences, if any, were committed during the period from 24.5.1998 to 17.9.1999. The complainant/respondent no.2 submitted C • in writing to this Court that he did not want to proceed against the appellant because according to him the appellant was inadvertently included as an accused by the Investigating Officer. He further mentioned in the letter that he had already received 55% of the deposited D amount from the Official Liquidator. Assuming that there could have been a vicarious liability thrust on the appellant; even then there cannot be any such ·vicarious liability in the absence of any allegations and material to show that the appellant was in-charge of or responsible E for the conduct of the company's business which had giv9n rise to the offence. [Paras 41, 42] [1142-D-G-H; 1143- A-D]

1.4. On consideration of the totality of the facts and F circumstances of the case, the impugned judgment of the High Court is set aside and the proceedings initiated against the appellant on the basis of the complaint pending before the Magistrate are quashed. [Para 43] [1143-E] G Hira Lal Hari Lal Bhagwati v. CBI, New Delhi (2003) 5 SCC 257; Uma Shankar Gopalika v. State of Bihar & Another (2005) 10 SCC 336; S. V.L. Murlhy etc. v. State represented by CBI, Hyderabad (2009) 6 SCC 77; Vir Prakash Sharma v. Anil Kumar Agarwal (2007) 7 SCC 373; Pepsi Foods Ltd. & H Anr. V. Special Judicial Magistrate & Ors. (1998) 5 SCC 749; M.A.A. ANNAMALAI v. STATE OF KARNATAKA & 1127 ANR.