# STATE OF ANDHRA PRADESH & ANR v. ANDI-IRA PROVINCIAL POTTERIES LTD. & ORS

- **Citation:** [1974] 1 S.C.R. 410
- **Court:** Supreme Court of India
- **Decided:** 1973-08-17
- **Bench:** H. R. Khanna, A. Alagiriswami
- **Source:** https://unisonlegal.in/judgment/supreme-court-of-india/state-of-andhra-pradesh-anr-v-andi-ira-provincial-potteries-ltd-ors-5988
- **Pages:** 8

## Headnote

Companies Act (I of 1956) s. 220 and Companies Act 7 of 1913 s. 134-.
Prosecution for not sending copies of
balance-sheet etc._ to R!!gfatrar-NOr
general body 1neeting held-Liability.
Section 220 of the Companies Act, 1956, which correspcnds to s. 134 of
the 1913-Act, provides that within thirty days
after the
balance-sheet and·
profit and loss account, as the case may be, have been laid before the company at the general meeting, three copies thereof shall be filed with the regis ..
trar. and that failure to do so is punishable.
The respondent-company and its directors were prosecuted for failure to
file with the Registrar of Companies on or before 30th October 1967, the
Balance-sheet and profit and loss account of the company.
By 30th September,
1967, admittedly, no general body meeting had been held. The High Court
held that since no general body meeting was held. there could be ~o question
of laying the balance-sheet before the general body meeting and complying
with the requirements of the section; and that, though the wilful omission to
call a general body meeting and of laying tile balance-sh'eet and prcfit and
loss account before. it may expose the persons responsible to punishment under
other provisions of the Act, it would not make them liable either under s. 134(4)
of the 1913-Act or s. 220 of the 1956-Act.
Dismissing the appeal to this Court,
HELD : Oa principle and authority it should be held that no offence was
committed under s. 220 of the Companies Act, 1956. [417B]
(a) The principle accepted by this Court in State of Bonibay v. Bandhan
Rani Bhandani [1961] 1 S.C.R.:. 801, that a company or its directors in a
prosecution under ss. 32 and 133 of the 1913-Act. could not, in defence to
such prosecutiro, rely upon their own failure to caII the general body meeting
would not apply to a .QrOsecution under s. 134 of the 1913-Act or s, 220 of
the 1956-Act. Unlike ss. 32 and 133. the responsibility of sending to the
Registrar the copies of the balance-sheet and profit and loss account arises only
a/rer they have been laid before the company at the general meetiag, the obli~
gation to do so being completely dependent on its being laid before a general
meeting. [414H-415EJ
(b) Where the words in the section are clear it is unnecessary to consider
whether it entbodics any principle and whether that principle is consistent with
the principle as embodied in other scections which are differently worded. In
interpreting a penal provision it is not permissible to give an extended meaning
to the pJain words of the section oa the ground of a principle recognised in
certain other provisions. [415F-G]
(c) This is not a case where an accused person relies on his default and
pleads ·his innocence.
In the Companies A.ct 1956, various stages have to be
~one through before we reach the stage of a copy of the balance-sheet and
the protit and loss account being filed with the Registrar. The failure to
reach any one of the stages within toe time prescribed is made penal by· the
Act. The respondents may be guilty of any of those offences but not of
the offence·with which they were'charged.
[416~)
.
(di Further. a daily penalty is provided after the thirtieth day mentioned
>n s. 220 (1) of the 1956-Act. When no general body meeting was held it
is not po'5iblc to calculate the period of 30 days and there would bo difficulty in 'rorking out the dnil~ penalty. [416C-D]
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F
G
H
A.P. STATE v. A.P. POTTERIES LTD. (A/agiriswami, /.)
411
J)ulal Chandra Bliar v. State of West Bengal,
1962 32
Company
Cus1.·s
1143, Gopal Khaitan v. State
(1969)
39 Company Cases
ISO, RaJi.,.
chandra
& Sons
(P)
v.
State,
(1967)
II Coml.
J.
92
&
(1966).
36 Company Cases 585 State v. T. C. Printers (P)
Ltd.,
A. I. R.
1963
Rajastban 134 India Nutrinzents Ltd. v. Registrar of
Conipani~s, 1934
34
Companies Cases 160 P. S. N. SAA. Chettiar & Company v. ReglStrar of Companies, A.l.R. 1966 Madras -415, Registrar of Companie~ v. H. Mishra, A.I.I{.
1969 Ori

## Text

410
STATE OF ANDHRA PRADESH & ANR.
v.
ANDI-IRA PROVINCIAL POTTERIES LTD. & ORS.
August 17, 1973
[H. R. KHANNA AND A. ALAGIRISWAMI, JJ.]
Companies Act (I of 1956) s. 220 and Companies Act 7 of 1913 s. 134-.
Prosecution for not sending copies of
balance-sheet etc._ to R!!gfatrar-NOr
general body 1neeting held-Liability.
Section 220 of the Companies Act, 1956, which correspcnds to s. 134 of
the 1913-Act, provides that within thirty days
after the
balance-sheet and·
profit and loss account, as the case may be, have been laid before the company at the general meeting, three copies thereof shall be filed with the regis ..
trar. and that failure to do so is punishable.
The respondent-company and its directors were prosecuted for failure to
file with the Registrar of Companies on or before 30th October 1967, the
Balance-sheet and profit and loss account of the company.
By 30th September,
1967, admittedly, no general body meeting had been held. The High Court
held that since no general body meeting was held. there could be ~o question
of laying the balance-sheet before the general body meeting and complying
with the requirements of the section; and that, though the wilful omission to
call a general body meeting and of laying tile balance-sh'eet and prcfit and
loss account before. it may expose the persons responsible to punishment under
other provisions of the Act, it would not make them liable either under s. 134(4)
of the 1913-Act or s. 220 of the 1956-Act.
Dismissing the appeal to this Court,
HELD : Oa principle and authority it should be held that no offence was
committed under s. 220 of the Companies Act, 1956. [417B]
(a) The principle accepted by this Court in State of Bonibay v. Bandhan
Rani Bhandani [1961] 1 S.C.R.:. 801, that a company or its directors in a
prosecution under ss. 32 and 133 of the 1913-Act. could not, in defence to
such prosecutiro, rely upon their own failure to caII the general body meeting
would not apply to a .QrOsecution under s. 134 of the 1913-Act or s, 220 of
the 1956-Act. Unlike ss. 32 and 133. the responsibility of sending to the
Registrar the copies of the balance-sheet and profit and loss account arises only
a/rer they have been laid before the company at the general meetiag, the obli~
gation to do so being completely dependent on its being laid before a general
meeting. [414H-415EJ
(b) Where the words in the section are clear it is unnecessary to consider
whether it entbodics any principle and whether that principle is consistent with
the principle as embodied in other scections which are differently worded. In
interpreting a penal provision it is not permissible to give an extended meaning
to the pJain words of the section oa the ground of a principle recognised in
certain other provisions. [415F-G]
(c) This is not a case where an accused person relies on his default and
pleads ·his innocence.
In the Companies A.ct 1956, various stages have to be
~one through before we reach the stage of a copy of the balance-sheet and
the protit and loss account being filed with the Registrar. The failure to
reach any one of the stages within toe time prescribed is made penal by· the
Act. The respondents may be guilty of any of those offences but not of
the offence·with which they were'charged.
[416~)
.
(di Further. a daily penalty is provided after the thirtieth day mentioned
>n s. 220 (1) of the 1956-Act. When no general body meeting was held it
is not po'5iblc to calculate the period of 30 days and there would bo difficulty in 'rorking out the dnil~ penalty. [416C-D]
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A.P. STATE v. A.P. POTTERIES LTD. (A/agiriswami, /.)
411
J)ulal Chandra Bliar v. State of West Bengal,
1962 32
Company
Cus1.·s
1143, Gopal Khaitan v. State
(1969)
39 Company Cases
ISO, RaJi.,.
chandra
& Sons
(P)
v.
State,
(1967)
II Coml.
J.
92
&
(1966).
36 Company Cases 585 State v. T. C. Printers (P)
Ltd.,
A. I. R.
1963
Rajastban 134 India Nutrinzents Ltd. v. Registrar of
Conipani~s, 1934
34
Companies Cases 160 P. S. N. SAA. Chettiar & Company v. ReglStrar of Companies, A.l.R. 1966 Madras -415, Registrar of Companie~ v. H. Mishra, A.I.I{.
1969 Orissa 234, State v. Linkers Private Ltd. A.l.R. 1969 Patna 445 &
(1970) 40 C.C. 17, Registrar of Companies v. Gopala
Pillai
& Ors.
1951
K.L.J. 490 Debendra Nath Das Gupta v. Registrar of Joint Stock Con1panies, I.L. R. 1918 Calcutta 486, Ba/lev Dass v. Mohan Loi Sadhu, 1934-35
39 Calcutta Weekly Notes 1152 and Bltagirath v. Emperor, A.L.R.
1948,
Calcutta 42 and re Cangipati Appayya, A.LR. 1952 Madras 800, d1sapproyed.
lmperator v. The Pioneer Clay and /tldustrial W0rks Ltd., LL.R. !!948]
Born. 86: A. J.R. 1948 Jrombay 357, Vulcan lndustrie> (P) Ltd. ·v. Regutrar
of Con1pa11ies Orissa, I.L.R. (1972) Cuttack 373 and re Narasfrnha Rao, Al.R.
(1937) Madras 341, approved.
CRJMJNAl. APPELLATE JURISDICTION :-Criminal Appeal No. 34
of 1970.
Appeal by certificate under Article 134(1)(c) of the Constitntion
of India from the judgment and order dated 18-3-1969 of the Andhra
Pradesh High Court in Criminal Revision Case No. 360 of 1968.
F, S. Narima11, Additional Solicitor General of India and A· V.
R angam, for the appellants.
L, N. Sinha, Solicitor General of India and A. V. V. Nair, for the
Advocate General Andhra Pradesh.
The Judgment of the Court was delivered by
ALAGJRJSWAMI, J.-This is an appeal
agains"t the judgment of
the Full Bench of the Andhra Pradesh High Court reported in A.I.R.
(1970) A.P. 70. It arises out of a complaint filed against the 1st respondent company and its directors for failure to file with the Registrar
of Companies on or before 30-10-1967 the balance sheet and profit and
loss account of the company as required under section 220( 1) of the
Companies Act, 1956, which is punishable under sub-section (3) of
that section. Admittedl,y no general body meeting had been held and,
therefore, the balance sheet and profit and loss account had not been
laid before a general body meeting nor could it be so laid.
The Full Bench speaking through Jaganmohan Reddy, C.J., as our
learned brother then was, held that if no balance sheet is laid before
a general body, there can be no question of that balance sheet not being adopted nor of complying with the requirements of section 220
and though wilful omission to call a general body meeting and to lay
the balance sheet and profit and loss account before it may expose the
person responsible to punishm6nt under other provisions of the Act, it
omainly does not make him liable under the provisions of section
134(4) of the Companies Act, 1913 or ~ection 220 of the Comoanies
Act, 1956. Jn this the Bench was taking a view contrary to that of most
of the High Courts after the decision of this Court in The State oj
Hombay v. Bandhan Ram Bhandani & Ors.(1) In that case this Court
ii) [1961) (1) S.C.R. 801.
412
SUPREME COURT REPORTS
[ 1974] 1 s.c.R.
had taken the view that a person charged with an offence cannot rely
on his default as an answer to the char~ and so, if he was responsible
for not calling the general meeting, he .-Cannot be heard to say in
defence to the charges brought against him that because the general
ineeting had not been called, the balance sheet and profit and loss
account could not be laid before it. In that case the cfuecrors of a
company were prosecuted under ss. 32(5) and 133(3) of the Companies Act, 1913, for breaches of ss. 32 and 131 of that Acffor having
knowingly and wilful]y authorised the failure to file the SUllllllll11Y of
share capital for the year 1953 and being knowingly and wilfully
parties to the failure to lay before the company in i:enerar meeting the
balance sheet and profit and loss account as at March 31, 1953.
The Bombay High Cowt, however, following its earlier decision
in fmperatbr v. The Pioneer Clay and Industrial Works Ltd.(') had upheld the acquittal of the directors by the Presidency Magistrate. Referring to the decision of the Bombay High Court in that case this Court
pointed out that that decision turned on s. 134 of the Companies Act,
1913 the language of which was to a certain extent different from the
language used in ss. 32 and 131 and refrained from going into the
question whether the difference in language in section 134 on the one
hand and ss. 32 and 131 on the other made any difference to the decision of the case. After referring to the decisions in Gibson v. Barton(")
Edmonds v. Foster(•) and Park v. Lawton(') where it was held that a
penon charged with an offence could not rely on his own default as
an answer to the charge, and so, if the person charged was responsible
for not calling the general meeting, he cannot be heard to say in
defence to the charge that the general meeting had not been called,
and that the oompany and its officers were bound to perform the
condition precedent if they could do that, in order that they might
pedorm their duty, this Court oonsidcred that as the correct view to
take.
As we have noticed, this Court was not dealing there with the provisions of section 134 of 1913 Act which corresponds to section 220
of the 1956 Act. That question now directly arises for decision in this
case. As we said earlier, most of the High Courts which have considered this question after the decision of this Court have proceeded on
the basis that the decision necessarily led to the conclusion that even
in a prosecution under s. 134 of the 1913 Act (corresponding to section
220 of the 1956 Act) the company and its directors could not rely upon
their failure to call the general body meeting as a defence to the prosecution. Under this category fall the decisions in Dula/ Chandra Bhar v.
State of West Bengal,(") and Gopa/ Khaitan v. Stale(") of the Calcutta
High Court. Ramachandra & Sons (P) Ltd. v. State(') of the Allahabad High Court, State v. T. C. Printers (P) Ltd. (8 ) of the Rajasthan
(I) I.L.R. (194S) Ilom. S6; A.I.R.
(2) [IS7S) L. R. 10 Q. II. 329.
(4) [1911] I K. B. SSS.
(6) (1969) 39 Company Cases ISO.
t94S Ilombay 357.
(3) (IS75) 4S Law J. Rep, M. C. 41.
(S) (1962) 32 Company Cases 1143.
(7) [1967) II Com I, J, 92 &(1966) 36 Company Cases 5S5,
(S) A.I.R. (1963) Rajasthan 134.
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A.P. STATE v. A.P. POTTERll!S LTD. (Alagiriswami, I.)
413
High Court, India Nutriments Ltd. v. Registrar of Companies( 1') and
P .S.N .S.A. Chettiar & Company v. Registrar of Companies( 2) of the
Madras High Court. The Orissa High Court had taken a similar view
in Registrar of Companies v. Misra (') but in a latter decision in
Vulcan Industries (P) Ltd. v. Registrar of Companies, Orissa(4) it bas
taken a contrary view and followed the decision of the Andhra Pradesh
High Court in the judgment under appeal. That decision is also pending in appeal before this Court. The Patna High Court in State v. Linkers Private Ltd.(5 ) and the Kerala High Court in Registrar of Companies v. Gopala Pillai & Ors. (6 ) have also taken a similar view.
We may now refer to some of the earlier decisions on this point.
The earliest decision' is the one in Debendra Nath Das Gupta v. Registrar
of Join.I Stock Compaliies.(1 ) In that case the principle laid down in
Park \t. Lawton( 8) was applied and it was held that it is not open to
the petitioner to plead in answer to a charge under sections 134 his prior
default in respect of the calling of the prescribed general meeting and of
placing before the company at such meeting a duly prepared and audit·
ed balance sheet. The decision in Ballav Dass v. Mohan Lal Sadhu(9 )
did not refer to the wording of the section but mere! y stated that the
provisions of section 134 were not. complied with. The same court in
Bhagirath v. Emperor( 10 ) took the same view. In re
Narasimha
Rao ( 11 ) a learned Single Judge of the Madras High Court took the
view that the same persons cannot be charged in respect of the same
years with offences punishable both under ss. 131 and 134, Companies
Act because s. 134 clearly contemplates •he sending of a copy of the
balance-sheet only after it has been placed before the company at a
general meeting under s. 131 am! that where in a case there i< no such
placing of the balance-sheet before the company at a general meeting,
the offence under s. 134 cannot be committed.1 In re Gangipati
Appayva(12 ) a view contrary to the one taken earlier by a Judge of
that High Court was taken.
We may now set out the reasoning which weighed with the Andhra
Pradesh High C0urt in the decision under appeal :
"The reference to Section 210 by the use ot the word
aforesaid" and the emphasis indicated by the words "were
so laid" make the filing of .cop'es of those balance-sheets and
the profit and loss accounts which are laid before the general
body meeting an essential prerequisite. If no eeneral body
meeting is held, it is obvious that no copies of the balance sheet
(ll (1964) 34 Comp1ny Cases 160.
(2) A.I. R. 1966 Madras 415,
(3) A.I.R. 1969 Orissa 234.
(4) I.L.R. 1972 Cuttack 373.
(Sl o\.I.R. 1969 l'atna 445 & (1970) 40 C.C. 17.
(6) 1961 K.L.J. 490.
(7) l.L.R. 1918 Calcutta 486.
(8) (1911] I K.B. 588
(9) (1934-35] 39 Calcutta Weekly
(10) A.I.R. 1948 Calcutta 42.
Notes 1152.
(12) A.I.R. 1952 Madra. 800.
(11) A.I.R. 1937 Madras 341.
414
SUPREME COURT RBPOllTS
[ 1974] 1 s.c.a.
aruj profit and loss account can be nlP.d even though the default
may be wilful. Both under section 134 of the Old Comparue:i
Act and Section 220 of the Act, the laying of the balance sheet
and the profit and loss account before an annual general
meeting is a condition precedent , to the requirement that
copies of such documents so laid should be filed before the
Registrar.
The intention is made further clear by the provision under sub-section (2) of the respective sections of both
the Acts that if the balance sheet is not adopted at the general
meeting before which it is laid, a statement of that fact and
of the reasons therefor have to be annexed \o the balance
sheet and to the copies thereof required to be filed with the
Registrar. If no balance sheet is laid before a general body,
there can be no question of that balance sheet not being adopted nor of complying with the requirements of the Sub-section
( 2) of Se~tion 134 of the Old Companies Act or Section 220
of the Act as the case may be, while wilful omis<ion to call a
general body meeting and omit to lay the ·balance sheet and
profit and loss account before it may expose the person responsible to punishment under other provisions of the Act,· it
certainly does not make him liable uncer aforesaid provisions.
The punishment under these sections is for default in filing
copies of the balance sheet or the profit and loss account which
are laid before a general body and for not sending a statement
of the fact thaqhe balance sheet was not adopted. It may be
that copies of the balance sheet so laid before the general body
may have been forwarded under sub-section (I) of Section 134
of the Old Companies Act or sub-section ( 1) of section 220
of the Act but nonetheless if the requirements of sub-section
(2) of the respective sections have not been complied with
even then, the persons concerned would be liable for punishment for that default.
In our view, these provisions unmistakably indicate, as we
said earlier, that the holding of the annual general meeting
and the laying before it of the balance sheet and the profit and
loss account is a sine qua non for filing of the copies thereof
before the Registrar. . If no general body meeting is held,
the persons concerned cannot be said to have committed a
default in complying with those provisions."
Jn this state of difference of opinion among the various High Co\lrtS
and the absence of a decision of this Court on section 134 this appeal
has been filed. Though the respondent was not represented before this
Court the learned Addi. Solicitor General who appeared for the State
of And!Jra Pradesh and the learned Solicitor General who appeared for
the Advocate General of Andhra Pradesh fairly placed before this Court
all the decisions for and against, which we have already referred to, and
also placed before us all the relevant considerations. It was
t1rged
before us that the principle accepted by this Court in The State of Bombay v. Bandhan Ram Bhandani & Ors. (supra) that a company or its
directors in a prosecution under section 3 2 and section 13 3 of the
1913 Act could not in defence to such prosecution rely upon their own
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~.P. STATE V. A.P. POTTERIES LTD. (A/agiriswami, !.)
415
failure to call the general body meeting, applies with equal force to a
prosecution under section 134 of the Act. But it appears to us that there
is a ve•y clear distinction between ss. 32 and 13~ on the one hand and
s. 134 on the Qther. Section 32 relates to the preparation of a list of
members of the co.mpany and of persons who have ceased to be members as well as a summary, and also provides that it shall be completed
within 21 days alter the day of the first or only ordinary general mt:eting
in the year. It also provides that the company shall forthwith file with
the registrar a copy of the list and summary, and any default in complying with the requirements of the section is made punishable. Under
section 131 the laying of a balance-sheet and profit and loss account before the company in the general meeting is made obligatory.
Under
section 133 the failure to comply with section 131 is made punishable.
C
But section 134 lays down that after balance-sheet and profit and loss
account or' the income and expenditure account, as the case may be,
have been laid before the company at the general meeting three copies
thereof shall be filed with the registrar, and a failure to do so is made
punishable under sub-section ( 4) of that section.
The difference in
language is very clear and pointed. The responsibility of sending three
copies of the balance-sheet and profit and loss account or the income and
()' expenditure account, as the case may be, arises only alter they have
been laid before the company at the general meeting. Without so laying
c,opies could not be sent to the Registrar and even if they are sent it
would not :ie a compliance with the provisions of the section. It is
possible to conceive of the law providing that the balance-sheet and
profit and loss account shall be sent to the .registrar even without the
necessity of their being laid before the general body meeting of the
E
company. In that case any failure to do so would be punishable and
the question whether a general body meeting had been held and the
balance-sheet and profit and loss account have been laid before it will
not arise. Therefore the condition precedent or the essential prerequisite of the balance-sheet and the profit and loss accour· being laid
before the general meeting of the companv. not being fulfilled, the requirement of section 134 cannot be complied with. While the apneal
to a question of principle might be attractive we cannot ignore tM clear
words of the section. Where the words of the section are very clear it is
F
unnecessary to consider whether it embodies any princinle and wbeth~r
that principle is consistent with the principle as embodied a certam
other sections which are a;fferently worded. In interpreting a penal
provision it is not permissible to give an extended meaning to the Phin
words of the section on the ground that a principle recognised in respect
a., of certain other provisions of law requires that this section should be
"nterpreted is the same way.
I\ '.
We may also point out that in Park v. Lawton (supra) the principle
laid in which has been adop•ed in this Court's decisfon in The State of
Bombay v. Bandhan Ram Bhandani & Ors. (•upra) it is realised that
there might be circumstances where the princiole laid down in that decision will not apply. The court there observed :
"If it were the case that everything required to be in<e£!ed
in the list was dependent on the fact of the general meelt!1g
having been held, it might perhaps have been contended with
416
SUPREME COURT REPORTS
[ 1974] 1 S.C.R.
some force that it is impossible to calculate a
continuing
penalty from a day which has never come into existence; but
when one sees that s. 25 requires a number of most important
matters to be included in the list of members which are entirely independent of the holding of a general meeting, this very
much weakens the contention that no list need be compiled if,
owing to the failure to hold a general meeting, it is impossible
to say what day is the fourteenth day thereafter." _
This observation may provide no defence to a prosecution under section 133 but it might well do so in a prosecution under section 134. This
was what the learned Solicitor General was fair enough to point out
with regard to the difficulty of working out the daily penalty under s.
162 after the thirtieth day mentioned in section 220(1) of the 1956
Act. He pointed out that where no meeting has been held it was not
possible to calculate the period of 30 days specified in that section and
it would not be possible to give effect to the provisions of that section.
The Bombay High Court pointed out in Emperor v. l'ioneer Ciay & Industrial Works(1) that the decision in Park v. Lawton(2 ) is based
on s. 3 6 (it is a mistake for s. 26) of the English Act, which in its
scheme and terms is entirely different from the section with which they
(the Bombay High Court) were concerned, and that the section in the
English Act is a composite one which lays down various requirements
which are to be complied with by the company under its first four subclauses and sub-d. ( 5) is the penal sub-section which penalises the
failure to comply with any of the requirements contained in any of the
four preceding sub-sections. In our Act various stages have to be gone
through before we reach the stage of a copy of the balance-sheet and
the profit and loss account being filed with the Registrar and the failure
to reach any one of the stages within the time prescribed is made penal
by the Act. The court pointed out that this is not a case where an
accused person relies on his default and pleads his innocence. What
he says is, I may have committed an offence, but the offence that .I have
committed is not the one with which I am charged. On the facts proved
by the prosecution an offence is not disclosed under s.
134 ( 4) . A
different offence might have been committed either under s. 76(2) or
under s. 133(3).
It is interesting to note that it was argued in Park v. Lawton (2 )
that the fact that s. 26 makes the offence a continuing one also shows
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that the obligation to file the list is independent of the holding of a
general meeting. The observations which we have extracted earlier will
ff
show that the subn\ission on behalf of the prosecution that provisions
(I) J.R.L. [19481 Bern. 86 : A.I.R. 1948 Bern. 357.
(2)[ 191 l] I K.B.
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A.P. STATE v. A.P. POTTERIES LTD. (A.lagiriswami, J.)
417
of s. 26 show that the obligation to file the list is independent of the
holding of the general meeting was accepted. But under section 134
of the 1913 Act the qbligation to send a copy of the balance-sheet and
profit and loss account is dependent completely on its being laid !»-
fore a general meeting. It is clear, therefore, that on principle and
authority it should be held that no offence was <'.Ommitted by the
directors in this case under section 134. They might have been guilty
of offences under ss. 76 and 133 but not under s. 134. We say nothing
about s. 32 about which this Court has already laid down the law.
The aJ)peal is dismissed.
V.P.S.
Appeal dismiaaad •.
. ,