CALCULATING BUSINESS MACHINES Vs. STATE OF BIHAR

JUDGEMENT

(1.) THIS revision application by the petitioners is directed against the judgment dated July 11, 1978, passed by the Second Additional Sessions Judge, Patna, in Criminal Appeal No. 583 of 1977, confirming the judgment dated September 21, 1977, passed by Smt. Vidyut Prabha Singh, Judicial Magistrate, 1st Class, Patna, in Case No. 518(2) of 1973/1227 of 1977, convicting the petitioners under Sec.162 of the Companies Act, 1956 (hereinafter referred to as "the Act") for contravention of the provisions of Sec.159 of the Act and sentencing them to pay a fine of Rs. 500. each or in the alternative to undergo simple imprisonment for three months.

(2.) ON May 30, 1973, the Registrar of Companies, Bihar, had filed a complaint petition in the court of the Sub -divisional Officer, Sadar, Patna against the petitioners out of whom petitioner No. 1 is M/s Calculating and Business Machines P. Ltd., a private company incorporated under the Act on November 1, 1966, having its registered office at Giddhour, District Monghyr and the rest of the petitioners are said to be the directors of the company. In the complaint petition, it was alleged that according to the provisions of Sec.159 of the Act, the company and its directors are under the statutory obligation to file with the Registrar of Companies, Bihar, an annual return in the prescribed form made up to the date of the annual general meeting of the company, for the financial year ending December 30, 1977, which should have been held latest on June 30, 1972, should have been filed with the Registrar of Companies on or before August 30, 1972. The petitioners, however, did not file the annual return made up to June 30, 1972, before the Registrar of Companies in spite of the service of notices as such they knowingly and wilfully continued to contravene the provisions of Sec.159 of the Act from August 30, 1972, onward, which is punishable under Sec.162 of the Act.

(3.) THE fact that the company in its letter dated May 21, 1969, had intimated the Registrar of Companies that the company had not been carrying on any business since its incorporation in 1966 and had requested the Registrar to strike the name of the company off the register under Sec. 560 of the Act was not disputed by the prosecution, but it was contended by the prosecution that in reply to the said letter dated May 28, 1969, of the company, the Registrar of Companies in his letter dated August 19, 1969, (Ex. A) had informed the company that its request for taking action under Sec. 560 of the Act could not be acceded to as the company had got some liability and, therefore, it should take steps to put the company into voluntary liquidation after following the provisions of the Act and the Rules made thereunder. The stand of the prosecution, therefore, was that since the Registrar of Companies had not acceded to the request of the company to strike its name off the Register under Section 560 of the Act, its liability to submit the annual return under Section 159 of the Act continued and the company having failed to do so it had become liable for penalty under Sec.162 of the Act.