21. Offences by companies.
(1) Where any offence punishable 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, if he proves that the offence was committed without his knowledge or that be had exercised all due diligence to prevent the commission of such offence.
(2) Notwithstanding anything contained in sub-section (1), where any offence punishable 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
1. Ins. by Act 16 of 2011, s. 17 (w.e.f. 10-1-2014).
2. Subs. by s. 17, ibid., for "two years but which may extend to seven years and shall be liable to fine which shall not be less than ten thousand rupees but may extend to twenty thousand rupees" (w.e.f. 10-1-2014).
3. The proviso omitted by s. 17, ibid. (w.e.f. 10-1-2014).
4. Ins. by s. 18, ibid. (w.e.f. 10-1-2014).
5. Subs. by s. 19, ibid., for "three years or with fine which may extend to five thousand rupees" (w.e.f. 10-1-2014). 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.
For the purposes of this section,
(a) "company" means any body corporate and includes a firm or other association of individuals; and
(b) "director" in relation to a firm, means a partner in the firm.