Food Department prosecuted a Director of a Multi-National Company for certain offences. The Case went upto Supreme Court, wherein the Director contended that though he is one of the Director of the Company, he was not in

If the Company has officer-in-default specified under Sec 2(60) of the Companies Act, 2013 other Directors cannot be held liable. In Pepsico India Holdings Private Limited v. Food Inspector and Anr. [2011] 161 CompÑas 197 (SC), the Supreme Court held that it is now well established that in a complaint against a Company and its Directors, the Complainant has to indicate in the complaint itself as to whether the Directors concerned were either in charge of or responsible to the Company for its day-to-day management, or whether they were responsible to the Company for the conduct of its business. A mere bald statement that a person was a Director of the Company against which certain allegations had been made is not sufficient to make such Director liable in the absence of any specific allegations regarding his role in the management of the Company. Therefore, the Director is right in contending that though he is one of the Director of the Company, he was not in-charge of operation of the Company and hence cannot be prosecuted in the absence of any specific allegations regarding his role in the management of the Company.