“8. It is relevant to note that it has been held by the Apex Court in the case Kirshna Texport & Capital Markets Ltd. v. Ila A.Agrawal, reported in 2015 (2) KLT 543 (SC) = (2015) 8 SCC 28, that S.141 of the N.I. Act states that if the person committing an offence under S.138 is a company, every Director of such company, who was in charge of and responsible to that company for conduct of its business shall also be deemed to be guilty and that the reason for creating vicarious liability is plainly that a juristic entity i.e., a company would be run by living persons, who are in charge of its affairs and who guide the actions of the company and that if such juristic entity is guilty, those who were so responsible for its affairs and who guided the actions of such juristic entity must be held responsible and ought to be proceeded against. That S.141 again does not lay down any requirement that in such eventuality, the individual directors must individually be issued separate notices under S.138 and that the persons, who are in charge of the affairs of the company and running its affairs must naturally be aware of the notice of demand under S.138 of the Act issued to such company and that it is precisely for this reason that no notice is additionally contemplated to be given to such directors. That the opportunity to the “drawer” by issuing statutory demand notice is considered good enough for those who are in charge of the affairs of such company, etc., and if it is their case that the offence was committed without their knowledge or that they had exercised due diligence to prevent such commission, it would be a matter of defence to be considered at the appropriate stage, etc. Therefore, it is crystal clear that in a case, where the drawer of the dishonoured cheque is a company, then statutory demand notice should mandatorily be served on the drawer company but that separate individual notices to the individual directors and officials of the company is not mandatory. Therefore, going by the legal principles laid down by the Apex Court in Aneeta Hada v. Godfather Travels & Tours Pvt. Ltd. reported in 2012 (2) KLT 736 (SC) = (2012) 5 SCC 661, and in Kirshna Texport & Capital Markets Ltd.'s case supra, it is crystal clear that where the drawer of the dishonoured cheque in a case being a company, then the prosecution for offence under S.138 of the N.I. Act is not maintainable without arraying the principal offender (drawer of the cheque) as an accused in such complaint. Further that even if the principal offender company is arrayed as a accused in such complaint, the same would be maintainable only if all the other conditions for the valid institution of a complaint as envisaged in S.138 and its proviso are fulfilled. In other words, the fulfillment of the requirements of serving statutory demand notice to the company prior to the institution of the complaint in the
