Chapter XII - Offences, Penalties and Procedure
Section 114
Section 114: Company and officer liability
Company offences may expose the company and persons in charge and responsible for its business, with separate consent, connivance and neglect provisions.
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Need advice on Section 114?
This article is for general information. Refer to the Trade Marks Act, 1999 official text for the official provisions. If you need professional advice for your situation, contact Bizeneed.
Statutory text
Bare law
(1) If the person committing an offence under this Act is a company, the company as well as every person 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) Notwithstanding anything contained in sub-section (1), where an 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 also 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”, in relation to a firm, means a partner in the firm.
Rule and business relevance
The first limb concerns responsibility at the time of the offence and allows proof of no knowledge or all due diligence. The second addresses specified officers where consent, connivance or attributable neglect is proved. Company includes firms and associations, and director includes a partner for a firm.
Limits and related provisions
Do not equate a job title or shareholding with automatic liability under every limb. Identify the person’s actual role, timing and the specific evidentiary basis.
Hypothetical business example
Hypothetical example: A company’s managers produce responsibility records and preventive controls after an alleged offence. Their positions are assessed under the particular statutory limb.
Practical decision flow
Identify the alleged company offence and relevant time.
Map each person’s role and the applicable liability limb.
Preserve knowledge, diligence and decision-making evidence.
Applying the Act and current procedure
Read the statutory rule together with the applicable Trade Marks Rules, current Registry directions and the facts of the particular mark. Forms, fees and procedural requirements should be checked against their current official source before filing.
Practical checklist
Do
- Identify the alleged company offence and relevant time.
- Map each person’s role and the applicable liability limb.
- Preserve knowledge, diligence and decision-making evidence.
Avoid
- Do not equate a job title or shareholding with automatic liability under every limb. Identify the person’s actual role, timing and the specific evidentiary basis.
Glossary
- Responsible person
- A person in charge of and responsible for the company’s business at the relevant time.
- Connivance or neglect
- The separate bases addressed in subsection (2).
Frequently asked questions
Is every employee automatically liable?
No. The statutory role or other specified basis must be established.
Is due diligence relevant?
Yes. It is an express defence under the first subsection.
Does the provision cover partnerships?
Yes. Firm and partner are addressed in the explanation.
Need help applying this provision to your situation?
Contact BizeneedLast updated 10 October 2026