Board Authorisation Mandatory for Director or Vice-President to File Criminal Complaint for Company: Bombay High Court

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Why it matters

The Bombay High Court has held that a company cannot maintain a criminal complaint through an individual Director or Vice-President without authorisation via a Board resolution. The Court also quashed copyright infringement proceedings against an employee, finding no material demonstrating an active role beyond executing assigned employment duties.

Key points

A company cannot institute or maintain a criminal complaint through its Vice-President or an individual Director in the absence of a Board resolution.
The High Court quashed copyright infringement proceedings relating to unauthorised source code use against an employee.
The quashing was grounded on the absence of material demonstrating the employee had an active role beyond performing duties assigned by the employer.

What changed

Established that a Director or Vice-President requires a Board resolution to file a criminal complaint on behalf of a company, and protected employees from copyright infringement prosecution where no active role beyond assigned employment duties is shown.

Who it affects

Companies, corporate directors, vice-presidents, and employees involved in corporate criminal litigation or copyright disputes.

Jurisdiction

Bombay High Court

Sources and original links

Open the links below to read the material this update is based on.

Open source report — SCC Times →

This update is based on legal reporting. An official judgment or notification link is not currently available here, so please check the official text before relying on it.

Written by Law At Ease editorial desk

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