Section 22C — Offences by companies.

22C. Offences by companies.—(1) If the person committing any offence under this Act is 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. 

(2) Notwithstanding anything contained in sub-section (1), where an offence 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 or other 

                                                           
1. Subs. by Act 30 of 1957, s. 13, for “A single application”. 

2. Ins. by s. 13, ibid. 

3. Subs. by s. 14, ibid., for section 22. 



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officer of the company, such director, manager, secretary or other officer of the company shall also be 

deemed to be guilty of that offence and shall be liable to be proceeded against and punished accordingly.  

Explanation.—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.