Section 23:
Offences by companies.
(1) If the person committing an offence under this Act or any rules
made thereunder 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, 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 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 with the consent or connivance of any director, manager, secretary or other officer of the
company, such director, manager, secretary or other officer shall 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;
(b) "director" in relation to a firm means a partner in the firm.