( 1 ) THESE fivecompany Applications are beingdisposed of bya common order as all the applications are for the same purpose.

( 2 ) FACTS in C. A. No. 591 of 1997 may be stated for purpose of understandingthe nature of application.

( 3 ) THE petitioner-company is a Company registered under the Companiesact, 1956 (hereinafter referred to as the Companies Act ). In course of its business, respondent No. 1-company approached the petitioner and obtained a Diesel Generator on Hire Purchase Agreement on 28-2-1994. As per agreement the cheques issued by the respondent-company towards various instalments, when presented by the petitioner-company,, were returned dishonoured, because respondent No. 1-company had issued instructions to the Banker to stop payment. The petitioner-corn pany then instituted a criminal complaints against the respondent No. 1-company. The complaints were against the company, as well its Managing Director under Section 138 of the negotiable Instruments Act, 1881 (hereinafter referred to as the act ) for dishonour of the cheque. Such five complaints were registered separately before the concerned Magistrate. In the meantime one other company instituted Winding up proceedings against respondent No. 1-company in company Petition No. 58 of 1995. The Company Court after due enquiry passed Winding up Order on 25-7-1997. The criminal cases initiated by the petitioner-company came up before the concerned Magistrate on 17-5-1997 for further proceedings. At that point of time, the learned Magistrate stayed the proceedings on the ground that the petitioner-company had not obtained permission from the Company Court as required by Section 446 of the companies Act. The petitioner-company as a result of the stay order approached this Court, by the present application, for obtaining permission/ leave to continue the criminal proceedings pending against the respondent no. 1-company.

( 4 ) ADMITTEDLY respondent No. 1-company has been wound up under theorders of the Court. The Official Liquidator is therefore representing respondent No. 1-company. Sri P. V. Rama Rao (Raju ?), the learned Advocate for the Official Liquidator has appeared on his behalf. I have heard the learned counsel for the petitioner-company and the learned Counsel for the Official liquidator.

( 5 ) THE question that arises for determination is whether Section 446 of thecompanies Act requires that for prosecuting the legal proceedings under section 138 of the Act leave of the Company Court is necessary? Before proceeding further it would be necessary and convenient to extract the relevant portion of Section 446 of the Companies Act. Section 446 (1) of the Companies act runs as follows:- sec. 446 (1): "when a winding up order has been made or the Official liquidator has been appointed as provisional liquidator/ no suit or other legal proceeding shall be commenced, or if pending at the date of the winding up order, shall be proceeded with, against the company, except by leave of the Court and subject to such terms as the Court may impose. "

( 6 ) A careful reading of the provision will show that no suit or other legalproceedings if pending by the date of winding up order shall be proceeded against the Company except with the leave of the Court. The section deals with the suits and other legal proceeding. The Marginal Note is regarding staying of suits on Winding up order. Therefore in the context of the object of framing the said section it is dear that the words "other legal proceedings" is ejusdem generis to the term suit . The words "other legal proceedings" will not embrace proceeding like those under Section 138 of the Act. It appears that the purpose of the section was to safeguard the assets and the property of the Company which has been wound up under the Court s order. If any thing is to be realised from the assets or, the property of the Liquidated company, the same deserve to be done under the Court s permission only. Criminal proceedings particularl

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