Section 32 Industrial Disputes Act 1947 - Offences by Companies
Section 32 of the Industrial Disputes Act, 1947 dealt with criminal responsibility where an offence under that Act was committed by a company, body corporate or association of persons. The current corresponding provision is Section 88 of the Industrial Relations Code, 2020.
Section 32 of the Industrial Disputes Act 1947
Section 32 - Offence by companies, etc.
Where a person committing an offence under the Act is a company, other body corporate or an association of persons, whether incorporated or not, every director, manager, secretary, agent or other officer or person concerned with its management shall, unless that person proves that the offence was committed without his knowledge or consent, be deemed guilty of the offence.
Section 88 Industrial Relations Code - Offences by Companies
Section 88(1) provides that where the person committing an offence under the Code is a company, every person who, at the time of the offence, was in charge of and responsible to the company for the conduct of its business, as well as the company itself, is deemed guilty and may be proceeded against and punished.
The proviso protects such a person from punishment if that person proves both that the offence was committed without his knowledge and that he exercised all due diligence to prevent the commission of the offence.
Consent, Connivance or Neglect of Company Officers
Section 88(2) creates an additional basis of liability. Where an offence by a company is proved to have been committed with the consent or connivance of, or to be attributable to neglect on the part of, a director, manager, secretary or other officer of the company, that person is also deemed guilty and may be proceeded against and punished accordingly.
Meaning of Company and Director
For Section 88, the expression company means a body corporate and expressly includes a firm, a limited liability partnership registered under the Limited Liability Partnership Act, 2008, and another association of individuals.
For a firm, the expression director means a partner of the firm.
How Section 88 Operates
| Person or entity | Basis of liability |
|---|---|
| Company | The company that commits an offence under the Industrial Relations Code is itself liable to be proceeded against and punished. |
| Person in charge and responsible for business | Deemed guilty under Section 88(1), subject to the statutory defence of lack of knowledge together with exercise of all due diligence. |
| Director, manager, secretary or other officer | Also deemed guilty under Section 88(2) where the offence is proved to have occurred with that person's consent or connivance, or is attributable to that person's neglect. |
| Firm or LLP | Included within the statutory meaning of company for Section 88. |
Section 32 and Section 88 - Legal Position
The current Code is more detailed than former Section 32. Former Section 32 referred broadly to directors, managers, secretaries, agents, officers and persons concerned with management, with a defence based on absence of knowledge or consent. Section 88 expressly makes the company liable, identifies persons in charge of and responsible for its business, requires both lack of knowledge and due diligence for the Section 88(1) defence, and separately provides for liability based on consent, connivance or neglect under Section 88(2).
Related Penalty and Prosecution Provisions
Section 86 specifies penalties for offences under the Industrial Relations Code. The punishment applicable to a company or responsible officer therefore depends on the substantive contravention involved. Section 87 governs cognizance and trial of offences under the Code, while Section 89 contains provisions for compounding eligible offences.
Repeal and Saving
Section 104 of the Industrial Relations Code contains repeal and saving provisions relating to the Industrial Disputes Act, 1947, the Trade Unions Act, 1926 and the Industrial Employment (Standing Orders) Act, 1946. For historical offences, the date of the alleged conduct, the substantive offence and the status of proceedings should be examined before determining the applicable law.
This article provides general statutory information. Liability of a company, partner, director, manager, secretary or other officer depends on the substantive offence, the person's role and responsibility at the relevant time, evidence of knowledge, consent, connivance or neglect, due diligence and the procedural provisions applicable to the case.