V M THOMAS Vs. REGISTRAR OF COMPANIES

JUDGEMENT

(1.) The petitioner has been convicted and sentenced under Section 162 of the Companies Act, 1956 (Act 1 of 1956), shortly, the Act, for the company, of which he was alleged to have been a director, having committed default in filing the annual return due under Section 159 of the Act for the year 1975. In the complaint, as originally filed, the petitioner was arrayed as the third accused ; therein the company was the first accused and its managing director was the second accused. The aforesaid accused 1 and 2 having pleaded guilty, the case against the petitioner, who pleaded not guilty, was split up and renumbered.

(2.) The court below on a consideration of the materials placed before it found the petitioner guilty. The counsel for the petitioner contended that it was by overlooking the provisions of Sections 45 and 73 of the Evidence Act and without putting to the petitioner the evidence appearing against him on this particular aspect when questioned under Section 313 of the Cr.P.C. that the court below concluded that the petitioner was a director of the company during the material time. The further contention of the counsel for the petitioner is that even assuming without conceding that the petitioner was a director during the material time, he was not liable to be convicted under s, 162 of the Act unless he was also found to be an officer who was in default. Section 162 of the Act reads as follows :

(3.) We have noticed that the company and the managing director had already pleaded guilty ; and they had also been convicted and sentenced. In this case, what we have to consider is whether the petitioner, on the assumption that he was a director during the material time, was an officer who was in default to render him liable to be punished under Section 162 of the Act. From the wording in Sub-section (1) of Section 162, it is clear that while the company is liable to be punished for failure to comply with any of the directions contained in Section 159, 160 or 161, it is not every officer, but only those officers of the company who are in default who would be liable to be punished. The meaning of "officer who is in default" is as given in Section 5 of the Act which reads as follows :