Section 31: Offences by Companies

(1) Where an offence may punishable under this Act has been committed by a company, every person who, at the time the offence was committed 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 such offence and shall be liable to be prosecuted against and punished accordingly: Provided that nothing contained in this sub-section shall render any 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 was commented with the consent or connivance of, or is attributable to any negligence on the part of any Director, Manager, Secretary 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. Explanation- Yet the purposes of this section- (a) Company means a body corporate and includes a firm or other association of person; and (b) Director in relation to a firm means a partner in the firm