Provided that before issuing a direction to pay the cost, the person concerned shall be given an opportunity of showing cause against the proposed action.

OFFENCES BY COMPANIES OFFENCES BY COMPANIES.—

1. (1) Where the person committing any offence under this Act is a company, the company as well as every person who is in charge of and responsible to the company for the conduct of its business at the time of the commission of the offence 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. (2) Notwithstanding anything contained in sub-section (1), where any offence under this Act has been committed by a company, and it is proved that the offence has been committed with the consent or connivance of, or that the commission of the offence is attributable to any neglect on the part 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 purpose of this section-
   • (a) 'Company' means any body corporate and includes a firm or other organisation or association of persons or a Co-operative Society;
   • (b) Director in relation to a firm, means a partner in the firm.