Section 109: Offences by companies, etc.
Reviewed by Finin2min Editorial Desk · Last reviewed 30 August 2026
Section 109 — Governs offences by companies, etc. and the rights, duties, powers or procedure expressly stated in this section. Key operative text: (1) Where an offence under this Code has been committed by 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…
All provisions were brought into force from 21 November 2025 under S.O. 5321(E), subject to the Central/State appropriate-Government split and provision-specific appointments/notifications.
Provision / India Code ↗ · Official Act PDF ↗ · 2026 Central Rules ↗
Finin2min analysis — what the section actually does
Operative clauses
- (1) Where an offence under this Code has been committed by 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, as well as 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 had exercised all due diligence to prevent the commission of such offence.
- (2) Notwithstanding anything contained in sub-section (1) where any offence under this Code has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or is attributable to any neglect on the part of any director, manager, company secretary or other officer of the company, such director, manager, company secretary or other officer shall be deemed to be…
Provisos, explanations & qualifications
- 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 had exercised all due diligence to prevent the commission of such offence.
- Explanation. —For the purposes of this section,— (a) “company” means any body corporate and includes a firm or other association of individuals; and (b) “director” means,— (i) in relation to a firm a partner thereof; or (ii) the owner of a mine being a firm or other association of individuals or a company; or (iii) in case of association of individuals…
Thresholds and timelines in the text
- No explicit day/month/year/hour/percentage/rupee expression was detected in this section text.
Actors expressly appearing in the text
No standard actor label extracted; identify the legal subject from the full text.
Full statutory text — Section 109
109. Offences by companies, etc.—(1) Where an offence under this Code has been committed by 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, as well as 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 had exercised
all due diligence to prevent the commission of such offence.
(2) Notwithstanding anything contained in sub-section (1) where any offence under this Code has been
committed by a company and it is proved that the offence has been committed with the consent or
connivance of, or is attributable to any neglect on the part of any director, manager, company secretary or
other officer of the company, such director, manager, company 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;
and
(b) “director” means,—
(i) in relation to a firm a partner thereof; or
(ii) the owner of a mine being a firm or other association of individuals or a company; or
(iii) in case of association of individuals other than specified in sub-clause (ii), any of its
members.How to apply this provision
- Primary statutory test — (1) Where an offence under this Code has been committed by 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, as well as the company, shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:
- Additional operative limb — 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 had exercised all due diligence to prevent the commission of such offence.
- Qualification / exception to test — 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 had exercised all due diligence to prevent the commission of such offence.
- Central Rule mapping — 177, 178, 179, 180, 181, 182. Read the mapped provision together with this text rather than treating the concordance as a substitute for it.
Rules, forms and cross-references
Forms mapped
No prescribed form is directly mapped in the current concordance.
Other sections cited in this text
Related Labour Hub resources
A direct concordance is not exhaustive. Central/State jurisdiction, schemes, authority appointments, saved instruments and later notifications may change the practical route without changing the section wording.
Worked example
When an event triggers offences by companies, etc., record the trigger date, competent authority, prescribed rule/form, filing or decision step, service/acknowledgement and final outcome. A statutory point to test is: “(1) Where an offence under this Code has been committed by 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, as well as the company, shall be deemed to be guilt” Also test the express qualification/proviso before concluding the result. Read the mapped Central Rule(s) 177, 178, 179, 180, 181, 182.
Illustration only; it is not statutory text or a substitute for applying the actual facts, jurisdiction, current rule/scheme and official instrument.
Q&A — Section 109
What does Section 109 of the OSHWC Code cover?
Section 109 — Governs offences by companies, etc. and the rights, duties, powers or procedure expressly stated in this section. Key operative text: (1) Where an offence under this Code has been committed by 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…
What is the main legal requirement or power in Section 109?
The first operative clause identified from the official text is: “(1) Where an offence under this Code has been committed by 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, as well as the company, shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:” Read it with the remaining subsections and any proviso below.
Does Section 109 contain a proviso or explanation?
Yes. A qualification extracted from the official text is: “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 had exercised all due diligence to prevent the commission of such offence.”
What time limit, percentage or amount appears in Section 109?
No explicit day/month/year/hour/percentage/rupee expression was detected in the official section text.
Which 2026 Central Rules are linked to Section 109?
The current concordance maps Section 109 to Central Rule(s) 177, 178, 179, 180, 181, 182.
Is Section 109 currently operative?
All provisions were brought into force from 21 November 2025 under S.O. 5321(E), subject to the Central/State appropriate-Government split and provision-specific appointments/notifications.
Source & verification trail
Act: Occupational Safety, Health and Working Conditions Code, 2020 — official India Code PDF ↗
Central Rules: Occupational Safety, Health and Working Conditions (Central) Rules, 2026 — G.S.R. 345(E), 8 May 2026 ↗
Official library: Ministry of Labour & Employment — Labour Codes ↗
Source check: 20 August 2026. Individual professional interpretation should be re-reviewed when the section, rules, notification, scheme, State overlay or controlling judgment changes.